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The Fall 

of the 



The War in the Pacific 



Louis Morton 


Library of Congress Catalog Card Number: 53-63678 

First Printed 1953 — CMH Pub 5-2-1 

For sale by the Superintendent of Documents, Government Priming Office 
Washington, D C. 20402 

Kent Roberts Greenfield, General Editor 

(As of 1 January 1953) 

James P, Baxter 
President, Williams College 

Henry S. Commager 
Columbia University 

Douglas S. Freeman 
Richmond News Leader 

Pendleton Herring 

William T. Hutchinson 
University of Chicago 

S. L. A. Marshall 
Detroit News 

£. Dwight Salmon 
Amherst College 

Col. Thomas D. Stamps 

John D. Hicks 
University of California 

Charles S. Sydnor 
Duke University 

Charles H. Taylor 
Harvard University 

Chief Historian 
Chief, War Histories Division 
Chief, Editorial and Publication Division 
Chief, Editorial Branch 
Chief. Cartographic Branch 
Chief, Photographic Branch 

Office of the Chief of Military History 
Maj. Gen. Orlando Ward, Chief 

Kent Roberts Greenfield 

Col. George G, O'Connor 
Col. B. A. Day 
Joseph R. Friedman 
Wsevolod Aglaimoff 
Capt. A. T, Lawry* 

'Succeeded Capt. K. E. Hunter 28 April 1952 


. . . to Those Who Served 


The soldier reading these pages would do well to reflect on the wisdom of the 
statement exhibited in a Japanese shrine: "Woe unto him who has not tasted 
defeat." Victory too often leads to overconfidence and erases the memory of 
mistakes. Defeat brings into sharp focus the causes that led to failure and 
provides a fruitful field of study for those soldiers and laymen who seek in the 
past lessons for the future. 

The statesman and the informed citizen reading these pages will realize that 
our military means as well as our estimates and plans must always be in balance 
with our long-range national policy. This lesson — signposted by the Battle of 
Manila Bay; the Treaty of Paris, signed in December 1898 when we decided to 
keep the Philippines; the Washington Conference of 1921-22; and the Man- 
churian Crisis of 1931 — we ignored before Pearl Harbor. The result was defeat 
on the field of battle and the loss of the Philippine Islands. 

The author of The Fall of the Philippines, Louis Morton, served overseas as 
a historical officer in the South Pacific area and in the Philippines during World 
War II. Since 1945 he has been chief of the Pacific Section, Office of the Chief 
of Military History, Department of the Army. He holds a Doctor of Philosophy 
degree from Duke University, is the author of a volume on American colonial 
history, and has written a number of articles dealing with military affairs. 

Work on this volume was begun in early 1947. The reader may gain some 
idea of the size of the task of writing this history by an appraisal of The Sources. 

Maj. Gen., U. S. A. 
Chief of Military History 

Washington, D. C. 
26 June 1952 



The author's debts for aid in preparing this volume are numerous and heavy. 
The largest is to' those officers who survived the campaign and the ordeal of prison 
camp. Their memories, and the precious notes they had hidden so carefully 
during the bitter days of Japanese imprisonment, provided material without 
which the record of this campaign would have been forever lost. These officers 
gave freely of their time and their contribution is apparent on every page and 
in almost every footnote. In a sense, they are as much the authors as the writer 
of this preface. 

Special acknowledgments must be made to Mr. Stanley L. Falk and Dr. 
George C. Groce who, with ingenuity and perseverance, aided the author in his 
search for the materials needed for this work. The search was an exciting and 
rewarding adventure and is described in full at the end of the book. Both men 
also labored long and mightily to mold the fragmentary materials thus assembled 
into a form which greatly eased the author's work and performed cheerfully the 
many other arduous and time-consuming tasks which are the lot of every author. 
Without Mr. Falk's special knowledge of the enemy's records and operations, 
reinforced by information willingly furnished by the enemy himself, this volume 
would have been less precise and far longer in preparation. 

The author owes a large debt also to many individuals who directly and 
indirectly gave him much valuable assistance: to Dr. Kent Roberts Greenfield, 
Chief Historian and General Editor of this series, for his wise counsel and 
guidance, for encouragement and never-failing support; to Mr. Wsevolod 
Aglaimoff and his staff who spent many months at the drafting boards to provide 
the maps to guide the reader through the jungles and mountains of the Philippines ; 
to Miss Margaret E. Tackley who searched diligently and in remote corners for the 
pictures with which to illustrate this volume; to Miss Ruth Stout, the editor, and 
Mr. Ronald Sher, the copy editor, who edited the manuscript and guided it 
through the printers; to Mr. Leonard B. Lincoln, the indexer; to Mr. Israel Wice 
and his aides who patiently filled the author's numerous requests for aid in 
securing records; and to those of his colleagues, in and out of uniform, who read 
this volume in manuscript and made numerous and helpful suggestions. All these 
and others placed their special knowledge and skill freely and generously at the 
disposal of the author, but he alone is responsible for any shortcomings this volume 
may possess. 

L. M. 

Washington, D. C. 
26 June 1952 




Prewar Plans and Preparations 

Chapter Page 


The Islands 4 

The Philippine Army 8 


The Recall of General Mac Arthur 15 

The Organization of USAFFE 19 

U. S. Army in the Philippines 21 

Philippine Army: Mobilization and Training 25 


Ground Forces 32 

Air Forces 37 

Naval Forces 45 

Summary 48 


The Japanese Plan 51 

The Plan of Defense 61 

The Last Days of Peace 71 


The Isolation of the Philippines and the Japanese Landings 


The Attack on Clark Field 79 

The Fleet Moves South 90 

The Japanese Gain Air and Naval Supremacy 92 



Chapter Page 


Batan Island 100 

The Landings on North Luzon 100 

The Legaspi Landing 109 

Landings in the South 112 



The Lingayen Landing 1 25 

Consolidating the Lingayen Beachhead 132 

The- Lamon Bay Landings 138 


The Pensacola Convoy 145 

Far East and Pacific Strategy 1 48 

The Base in Australia 152 

The Withdrawal to Bataan 


"WPO-3 Is In Effect" 161 

The North Luzon Force Plan 166 

To the Tarlac-Cabanatuan Line 169 

Supply 179 

The Tarlac-Cabanatuan Line 180 


Withdrawal From Mauban 191 

Withdrawal From Atimonan 195 

Out of South Luzon 199 


The Dejense of Calumpit 205 

The D-5 Line: Bamban-Arayat 210 

Escape Through San Fernando 214 


The Guagua-Porac Line 216 

Behind the Gales 223 



Chapter Page 


The Occupation of Manila 235 

Strategic Views on the Philippines 23 S 


The Siege of Bataan 


The American Position 247 

The Status of Supply 254 

The Enemy and His Plan 261 


Attack Against II Corps: The Abucay Line 266 

Attack Against I Corps: The Mauban Line 278 

The Abucay Line Is Turned 285 

The Withdrawal 290 


The Service Command Area 296 

Longoskawayan and Quinauan Points 300 

Anyasan and Silaiim Points 312 


The Orion-Bagac Line 325 

The Fight for Trail 2 330 

The Pocket Fights 336 


XX. COMMAND . 353 

The Evacuation of Mac Arthur 353 

Wainwright Assumes Command 360 


Food and Clothing 367 

Health 376 

Morale 384 


Running the Blockade 390 

Last Efforts 401 



Chapter Page 


The American Line 405 

Japanese Preparations 411 

Prelude to Attack 417 


Capture of Mt. Samat 421 

6 April: The Day of Decision 431 


7 April: Disintegration 442 

8 April: Chaos 448 


Corregidor and the Southern Islands 


The Harbor Defenses of Manila Bay 471 

The First Aerial and Artillery Attacks 479 

The Second Aerial Bombardment 493 


The Islands and Their Defenses 498 

The Visayas 502 

Mindanao 507 


The Japanese Plan 521 

The American Defenses 527 


The Preliminary Bombardment 536 

Health and Food 541 

The Preassault Bombardment 546 



General Wainwrighf's Orders 562 

The Surrender of Corregidor 564 

Surrender in the South 574 





INDEX 607 


JVo. Page 

1. Strength of Philippine Division, 31 July 1941 22 

2. Strength and Composition of U. S. Army Troops in the Philippine Islands, 

31 July 1941 24 

3. Aircraft in Philippines and Hawaii, 1 December 1941 42 

4. Strength and Composition of U. S. Army Troops in Philippine Islands, 

30 November 1941 49 

5. Organization and Disposition of Japanese Army, 1 December 1941 ... 55 

6. Assignment of Forces, USAFFE, 3 December 1941 70 

7. Weapons and Equipment Captured by 14th Army, 20 February 1942 . . 349 

8. Rations, 25 March 1942 368 

9. Armament on Corregidor 474 

10. Armament on Forts Hughes, Drum, and Frank 476 

11. Strength, Harbor and Beach Defenses, April 1942 529 


1. Japanese Plan and Disposition of the Armies, November 1941 53 

2. Disposition of U. S. Army Forces, Far East, 8 December 1941 68 

3. Advance Japanese Landings, 8-20 December 1941 99 

4. Lingayen Gulf Landings, 22-24 December 1941 124 

5. Lamon Bay Landings, 24 December 1941 140 

6. Withdrawal in the North, 25-31 December 1941 167 

7. Withdrawal in the South, 25-31 December 1941 192 

8. Holding the Road to Bataan, 31 December 1941-1 January 1942 ... 204 

9. Through Layac Junction, 2-6 January 1942 217 

10. Situation on Bataan, 8 January 1942 246 

11. The Abucay Line, 9-23 January 1942 267 

12. The Mauban Line, 18-25 January 1942 278 

13. Japanese Landings on Bataan, 23 January-1 February 1942 297 

14. Longoskawayan Point Area 301 

15. Quinauan Point Area 303 



JVo. Page 

16. Anyasan and Silaiim Points Area 313 

17. The Orion-Bagac Line 325 

18. Fight for Trail 2, 27 January-2 February 1942 333 

19. The Pockets 336 

20. Japanese Plan of Attack, 3 April 1942 415 

21. Japanese Penetration, 3-6 April 1942 423 

22. Japanese Advance, 7-9 April 1942 443 

23. Corregidor Island 471 

24. The Fight for Mindanao, 29 April-9 May 1942 509 

25. Japanese Landings on Corregidor, 5-6 May 1942 554 


The Philippine Islands 2 

Signing the Constitution of the Philippine Commonwealth 5 

Manila Harbor 8 

Philippine Scouts 20 

Ceremony at Camp Murphy, Rizal 25 

Aircraft in the Philippines, December 1941 40, 41 

Clark Field 44 

General MacArthur 66 

Japanese Air Attack on 10 December 1941 93 

Luzon 101 

155-mm. Gun Emplacement Near Dagupan 130 

26th Cavalry (PS) Moving into Pozorrubio 137 

Lt. Gen. Masaharu Homma, 14th Army Commander 143 

Villasis-Carmen Bridge 171 

Agno River 172 

Tarlac Railroad Station 175 

Bicycle-Mounted Japanese Troops 185 

Motorcycle Messenger Catnapping 193 

Camouflaged 155-mm. Gun M1917 (GPF) 198 

Mount Arayat 205 

Calumpit Bridges 209 

San Fernando 211 

The Open City 233 

Japanese Light Tanks 237 

Fortifications on Bataan 253 

Bridges on Bataan 260 

Inspection 268 

Brig. Gen. Maxon S. Lough 292 




USAFFE Headquarters on Bataan, February 1942 351 

Standing Formation 374 

Medical Care on Bataan 382 

Japanese Propaganda Leaflets 386 

"Voice of Freedom" 388 

Seeking Cover in a Trench Near Lamao 419 

Surrender on Bataan 462, 463 

Discussing Surrender Terms 465 

Corregidor 472 

Malinta Hill 473 

Diagram of Malinta Tunnel 475 

Fort Drum 477 

Gun Emplacements on Corregidor 483 

USAFFE Headquarters in Malinta Tunnel 492 

Maj. Gen. William F. Sharp and His Staff 500 

Cebu 504 

Heavy Clouds Over Corregidor 520 

Marine Sergeant Teaching Filipinos 530 

Life in Malinta Tunnel 532, 533 

Battery Crockett 539 

Battery Way 541 

Japanese Bombers Over Corregidor 548 

Searchlight on Corregidor 556 

The Meeting of Wainwright and Homma 568 

General Wainwright Broadcasting 573 

American Generals in Captivity 583 

Photographs are from the Department of De- 
fense files, except for that on page 533, the Japa- 
nese photographs on pages 143, 233, 465, 539, 548, 
568, and 573, and the photograph on page 583, 
reproduced through the courtesy of Col. William 
C. Braly. 





The Philippine Islands 

Since the third century, the Philippine 
Islands had been under foreign influence, 
first from Hindu-Malayan empires in Su- 
matra, Indochina, and Borneo, and then 
from the Chinese beginning with the early 
Ming dynasty. Shortly after 1400 Moham- 
medanism was introduced, and for more 
than rne hundred years all of the islands 
south of Luzon, and the southern portion 
of that island, were subject to the Moham- 
medans of Borneo. During this period, the 
Japanese established a loose control over 
northern Luzon and maintained a trading 
post at Aparri, on the north tip of the island. 

European interest in the Philippine Ar- 
chipelago began with the visit of a Spanish 
expedition under Ferdinand Magellan in 
1521. But it was not until 1565 that the 
Spaniards established a permanent settle- 
ment in the Islands, on Cebu. Five years 
later they conquered Manila and then grad- 
ually extended their control over many of 
the Islands. Late in the sixteenth century 
the military ruler of Japan, Hideyoshi, 
claimed suzerainty, over the Islands. This 
claim was apparently neither intended nor 
taken seriously, but the Spanish did pay 
"tribute" for a short time to avoid trouble, 
secure trading rights in Japan, and protect 
the Jesuit missionaries there. Until 1898, 
despite unsuccessful efforts by the Portu- 
guese and Dutch and one successful effort 
by the British (1762-1764) to wrest the Is- 
lands from her, Spain ruled the Philippines. 

The impress of these centuries of foreign 

influence and control gave to the Philip- 
pines a strange mixture of Oriental and Oc- 
cidental institutions. The original inhabit- 
ants were pushed back into the mountains 
and the Malayans became the dominant 
racial type. From later invasions came the 
Mohammedan religion and the Moslem cus- 
toms prevalent in the south; from China 
came the impetus to trade and commerce, 
still largely controlled by the Chinese; and 
from Spain came the dominant religion, 
Christianity, the Roman law, and other fea- 
tures of Western civilization. 

The United States seized the Philippine 
Islands from Spain in May 1898 after Ad- 
miral Dewey's victory in Manila Bay, dur- 
ing the Spanish-American War. Formal 
title to the Islands was granted the United 
States by the Treaty of Paris in December of 
that year. By the acquisition of the Philip- 
pines the United States at one step advanced 
its frontiers nearly 7,000 miles across the 
Pacific Ocean and "gave hostages to for- 
tune in a sense which the American people 
have never fully realized." 1 Possession of 
the Islands made the United States an 
Asiatic power, with full responsibility for 
maintaining the peace and status quo in 
that area. 

The government of the Islands was placed 
in the hands first of a Philippine commission 
and later of a governor general, both ap- 
pointed by the President of the United 

1 Hector C. Bywater, Sea Power in the Pacific 
(rev. ed., Boston and New York, 1934), p. 254. 



States. The Filipinos, once their opposition 
ended, were allowed an increasingly large 
measure of self-rule and elected the members 
of the lower house of the legislature, the 
Philippine Assembly. In 1913, they were 
granted free trade with the United States, 
and three years later, in the Jones Act, were 
permitted a limited autonomy. 

A succession of able American governors 
established a happy relationship between the 
two countries, and a steadily increasing 
sentiment for Philippine independence 
found ready support in the American Con- 
gress. A bill for Philippine independence 
was passed by Congress, over President 
Hoover's veto, in January 1933, but vetoed 
by the Philippine legislature. It was passed 
again, with some changes, as the Tydings- 
McDuffie Act, on 24 March 1934, and this 
time approved by the Philippine legislature. 

The Tydings-McDuffie Act provided for 
the recognition of Philippine independence 
after a ten-year transitional period. Dur- 
ing these ten years the United States would 
be allowed to "maintain military and other 
reservations and armed forces" in the Is- 
lands, and the President of the United 
States would have the power "to call into 
the service of such armed forces all military 
forces organized by the Philippine Govern- 
ment." 2 When the transitional period was 
over, the United States would abandon all 
military installations in the Islands. 

The Tydings-McDuffie Act left open the 
question of naval reservations, but author- 
ized the President to negotiate with the 
Philippine Government for American naval 
bases in the Islands. The closing date for 
such negotiations was set at two years after 
the recognition of independence. Until 

3 48 U.S. Statutes at Large, H.R. 8573, pp. 456- 
65, The Philippine Commonwealth and Independ- 
ence Law, P.L. 127, Sec 2(a) 12, approved 24 
Mar 34. 

then "the matter of naval reservations and 
fueling stations," the Act provided, "shall 
remain in its present status." 3 

A year after the passage of the Tydings- 
McDuffie Act, the Filipinos adopted a lib- 
eral constitution based on the American 
model and established an interim govern- 
ment known as the Commonwealth. Elec- 
tions in which Manuel Quezon was chosen 
as president followed soon after, and before 
the end of 1935 the Philippine National 
Assembly met to draft plans for local de- 

The Islands 

Comprising almost 7,100 known islands 
and islets, the Philippine Archipelago lies 
approximately 500 miles off the Asiatic 
mainland and extends 1,150 miles almost 
due north and south from Formosa to 
Borneo. Strategically situated in the geo- 
graphic heart of the Far East, the Islands 
are centrally located in relation to Japan, 
China, Burma, French Indochina, Thai- 
land, Malaya, and the Netherlands Indies. 
They lie athwart the trade routes leading 
from Japan and China through the South 
China Sea to southeast Asia and the rich 
supplies of oil and minerals in the Indies. 
Vital areas in Japan and along the Chinese 
coast are within quick striking distance 
by sea and air of the Philippines. Over 
5,000 miles from Honolulu and 7,000 miles 
from San Francisco, Manila, the chief city 
and capital of the Islands, is only 1,800 
miles from Tokyo. Formosa and Hong 
Kong are less than 700 miles distant, Singa- 
pore 1,500 miles, and Truk in the Caroline 
Islands 2,100 miles. 4 The Caroline, Mari- 
anas, and the Marshall Islands, stretching 
across the Central Pacific, lie along the 

'Ibid., Sees 10(b) and 11. 

4 All distances are in airline statute miles. 



WEALTH, 23 MARCH 1935, Seated, left to right: Geoige H. Dern, Secretary of 
War; President Franklin D. Roosevelt, signing the Constitution of the Philippine 
Commonwealth; Manuel L. Quezon, President, Philippine Senate; standing, left to 
right: Brig. Gen. Creed F. Cox, Chief, Bureau of Insular Affairs, War Department; 
Frank Murphy, Governor General of the Philippine Islands; Cordell Hull, Secretary 
of State; Key Pittman, Chairman, Foreign Relations Committee, U. S. Senate; 
Pedro Guevara, Philippine Resident Commissioner; Miguel Cuaderno, Vice President, 
Philippine National Bank, Manila, P. I.; Manuel Roxas, Representative , Philippine 
Legislature, Delegate, Constitutional Assembly; Francisco A. Delgado, Philippine 
Resident Commissioner. 

United States lines of communication with 
the Philippines. 

The land area of the archipelago totals 
about 115,000 square miles. Only 460 of 
the Islands have an area greater than one 
square mile, and only eleven boast an area 
greater than 1,000 square miles. These 
eleven islands account for 94 percent of the 
total land area in the archipelago. The 
largest and most important is Luzon 
(40,420 square miles) in the north, where 

Manila is located. Next in size to Luzon 
is Mindanao (36,527 square miles) in the 
south, followed by the islands in the cen- 
tral group, the Visayasi Samar, Ncgros, 
Panay, Leyte, Cebu, and others* 

The climate of the Islands is tropical, 
with an average yearly temperature be- 

1 Unless otherwise noted, this description of the 
Philippine Islands is based upon Civil Affairs Hand- 
book: Philip pine Islands, 12 vols., Army Service 
Forces (ASF) Manual M 365-1 to 12. 



tween 78° and 80° F. The year may be 
divided generally into dry and wet seasons,, 
which come at different times on the east 
and west coasts because of shifts in the sea- 
sonal winds or monsoons. From June to 
September, when the monsoon blows from 
the southwest, the weather offers little diffi- 
culty to the landing of a hostile military 
force on the favorable beaches along the 
east coasts. The period of the northeast 
monsoons, October through April, is the 
best time for landings along the western 
China Sea coasts. Most of Mindanao, a 
portion of the Visayas, and southern Luzon 
have no dry season and no pronounced 
maximum rainy season. 

The people of the Philippines are mostly 
of Malayan stock, and in 1941 numbered 
17,000,000. In that year, Cebu and cen- 
tral Luzon were the most heavily populated 
areas, and Manila, with 684,000 inhabi- 
tants, was the largest city. There were 
nearly 30,000 Japanese nationals in the 
Islands, more than two-thirds of whom 
were concentrated in Davao, the chief port 
of Mindanao. The 117,000 Chinese con- 
stituted the largest foreign group in the 
Islands; on Luzon there were almost 9,000 
American civilians. 

Over sixty-five dialects are spoken in the 
Islands. When the United States acquired 
the Islands, a small percentage of the people 
spoke Spanish; after forty years of Ameri- 
can occupation about 27 percent spoke 
English and 3 percent Spanish. Of the 
many native dialects, Tagalog, the language 
of the wealthy and influential residents of 
central Luzon, was chosen as the basis for 
a national language in 1937, although twice 
as many people spoke the Visayan dialect. 
While the many dialects have certain simi- 
larities, it is not possible for the natives in 
different parts of the Islands to understand 

each other readily. This fact made the re- 
cruitment of Filipinos for military service 
on a national scale difficult, since troops 
recruited from one island often could not 
understand their American or Tagalog 
officers, or troops from other islands. 

The Philippines are predominantly agri- 
cultural, the principal crops being rice (the 
chief element in the Filipino diet), copra, 
sugar, hemp, tobacco, and corn. The far- 
ranging mountain areas are a source of gold 
and silver, and of the more important base 
metals, such as iron, chrome, manganese, 
copper, and lead. Sixty percent of the 
Philippines is covered by forest, much of it 
hardwoods. The fishing banks off Manila 
Bay and the Sulu Archipelago supplement 
the Filipino diet and are the basis of one of 
the more important industries in the Is- 
lands. Even after many years of American 
occupation there was little manufacturing 
in the Philippines, most of the inhabitants 
being engaged in home industries or in the 
processing of agricultural products such 
as sugar, hemp, and coconuts. 

With interisland and coastal shipping 
carrying the bulk of Philippine products, 
there was no great need for roads and rail- 
roads. Only on Luzon was there a road 
and rail net adequate to support large- 
scale military operations. Of the 14,270 
miles of highway in the archipelago in 
1940, more than half were in central and 
southern Luzon. There were only 50,000 
motor vehicles in the Islands; the Filipinos 
relied on the powerful carabao, or water 
buffalo, for transportation as well as labor. 
The two railway systems in the Islands, the 
government-owned Manila Railway Com- 
pany on Luzon and the American-owned 
Philippine Railway Company on Panay 
and Cebu, had a total of 840 miles of nar- 
row gauge track. 



Most of the principal towns and cities 
were linked by telephone, telegraph, or 
radio, and all parts of the archipelago by 
the government postal system. The Amer- 
ican-owned Philippine Long Distance Tele- 
phone Company connected Manila with 
most important towns on Luzon, as well as 
the principal population centers on Panay, 
Negros, Cebu, and Mindanao. In addition, 
forty provincial governments operated their 
own telephone systems so that many small 
towns and villages had at least one tele- 
phone joining them with Manila. Cable 
connected Manila with Guam, Shanghai, 
and Hong Kong, and four transoceanic 
radio stations provided communication with 
the outside world. 

The Philippine Islands are largely moun- 
tainous, with elevations as high as 10,000 
feet. Narrow coastal plains can be found 
on most of the islands, -and there are nu- 
merous short, swift-running streams. Large 
plain areas and navigable rivers are few. 
On every island are sand beaches, some of 
them extensive, but few open on lowlands 
where there is space for military maneuver. 

Luzon, with one tenth of its total area a 
large plain, and another 5,000 square miles 
forming a magnificent river valley, is the 
one island in the Philippines whose terrain 
permits military operations on a large scale. 
In the north, closed in by mountains on the 
east and west, is a valley extending south- 
ward for over 1 20 miles and with an aver- 
age width of 40 miles. Flowing north 
through the valley is the Cagayan River. 
Along the west coast is a narrow plain offer- 
ing only limited opportunities for military 
operations. A road runs along this coast 
from the tip of Luzon towards Manila. 
Southern Luzon is a volcanic region, part 
plain and part mountain, with numerous 
deep indentations forming bays and gulfs, 

and with many beaches suitable for the 
landing of a military force. 

The central portion of Luzon is com- 
posed of a plain extending north about 1 20 
miles from Manila Bay to the Lingayen 
Gulf. With mountains to the east and 
west, the plain is well protected from in- 
vasion except at its two extremities. It is 
the most highly developed economic area 
in the Philippines and the one most suitable 
for mobile warfare. 6 

The three most important military high- 
ways on Luzon are Routes 1, 3 and 5 — two- 
lane, all weather roads with concrete or as- 
phalt surface. Each enters the capital and 
each has numerous access roads linking 
Manila with all parts of the island. Of the 
704 miles of railroad on Luzon in 1941, 
about half were in the central plain, which, 
in addition, contained 250 miles of private 
railway lines. All of the road, with the ex- 
ception of a short stretch above Manila, 
was single track. 

From the South China Sea the southern 
entrance to the central plain is through 
Manila Bay, one of the finest natural har- 
bors in the Far East. Opening out from a 
1 2-mile-wide entrance between high head- 
lands, the bay expands toward the low-ly- 
ing plain to a width of thirty miles. Thirty 
miles from the entrance lies Manila, and to 
its north and south are other harbors large 
enough to shelter seagoing vessels. Mari- 
veles, just inside the northern entrance, is 
an excellent and easily reached anchorage, 
and the headland of Sangley Point, where 
the Cavite naval base was located, has al- 
ways been recognized as one of the finest 
ports in the bay. 

8 Data on the central Luzon plain comes from 
Terrain Study 94, Philippine Series : Central Luzon, 
I, prepared by the Allied Geographical Sec, GHQ 
Southwest Pacific Area (SWPA), 18 Oct 44. 


On either side of the entrance to Manila 
Bay are high volcanic peaks covered with 
luxuriant tropical foliage. North of the en- 
trance is the Bataan peninsula; to the south 
is Cavite Province. From a military point 
of view, the more important and more easily 
defended of the headlands is the Bataan 
peninsula, a rocky extension of the Zam- 
bales Mountain range which separates the 
central plain of Luzon from the China Sea. 

Across the entrance to Manila Bay arc 
several small islands. The largest and 
most important, Corregidor, lies two miles 
off Bataan and, with Caballo, separates the 
entrance into the North and South Chan- 
nels. Shaped like a tadpole with its tail 
to the east, Corregidor measures three and 
one half miles in length and one and one 
half miles at its widest point. One mile 

south of the tip of the tail is Caballo, less 
than one third the size of Corregidor. In 
the South Channel, about a mile from the 
southern headland, lies El Fraile, a rock 
about 200 by 100 yards jutting up into the 
entrance of Manila Bay. Just outside and 
to the sooth of the entrance is Carabao, the 
fourth of the small islands whose location 
in Manila Ba\ gave them a strategic im- 
portance out of all proportion to their size. 
In the history of American plans for the 
defense of the Philippines, these islands 
loom large. 

The Philippine Army 

Before the establishment of the Common- 
wealth Government in 1935, no effort was 
made to prepare the Philippines for their 



own defense. The United States had as- 
sumed all obligations for national defense 
and maintained a garrison in the Islands for 
that purpose. This garrison numbered 
about 10,000 men, half of whom were 
Philippine Scouts, a U.S. Army unit in 
which the enlisted men, with some excep- 
tions, were native Filipinos and most of the 
officers American. After 1913 the Philip- 
pine garrison was called the Philippine De- 
partment, a regular U.S. Army establish- 
ment commanded by an American general 
officer. The Philippine Constabulary, first 
organized in 1901, was the national police 
force, but by training and organization had 
a military character. Thus, except for their 
experience with the Constabulary, the Fil- 
ipinos had had no military tradition upon 
which to build a national army. 7 

One of the first problems of the newly 
established Commonwealth Government 
was to make provision for the defense of the 
archipelago. Such a task required a man 
with proven military and executive ability, 
and, since there was no likely candidate in 
the Philippines, the President-elect Manuel 
L. Quezon turned to the United States for 
help. In the summer of 1935, he induced 
his friend, Gen. Douglas MacArthur, then 
Chief of Staff of the U.S. Army, to become 
the military adviser to the new government 
in its effort to organize a national army. 8 
President Roosevelt's consent was readily 
obtained and arrangements quickly con- 

1 The Philippine Army : Its Establishment, Or- 
ganization, and Legal Basis, prepared by Phil Re- 
search and Info Sec, U.S. Army Forces in the Far 
East (USAFFE), 26 Jan 45, p. 1, copy in Office of 
the Chief of Military History. A large number of 
the sources used in the preparation of this volume 
are on file in that office, hereafter referred to as 

* Manuel L. Quezon, The Good Fight (New York, 
1946), pp. 153-55. 

MacArthur's title in his new assignment 
was Military Advisor to the Commonwealth 
Government; his mission, to aid in the "es- 
tablishment and development of a system of 
National Defense." The authority given 
him was unusually broad. He was author- 
ized to deal directly with the Secretary of 
War and the Chief of Staff and, "in all cases 
not specifically covered," to use his own 
judgment. "Your mission must be accom- 
plished — ," he was told, "ways and means 
are largely left to you." 9 Although there 
was no official connection between the 
Philippine Department, the U.S. Army 
command in the Islands, and the Office of 
the Military Advisor, the department com- 
mander, Maj. Gen. Lucius R. Holbrook, 
was informed that assistance to General 
MacArthur was "the most important peace- 
time mission of your command." 10 

General MacArthur selected Majs. 
Dwight D. Eisenhower and James B. Ord 
as his principal assistants. With the aid of 
a special committee from the Army War 
College, they prepared a plan to provide 
the Philippine Commonwealth with a sys- 
tem of national security by 1946, the date 
the Islands would become independent. 
This plan called for a small regular army, a 
conscription system, a ten-year training pro- 
gram of two classes a year to build up a re- 
serve force, a small air force, and a fleet of 
small motor torpedo boats to repel an enemy 
landing. The tactical organization of this 
army was to be based on divisions of ap- 
proximately 7,500 men. Armament and 

"■Ltr of Instructions to Gen MacArthur, signed 
by the Acting Adjutant General, 18 Sep 35, in War 
Plans Division, War Department General Staff 
(WDGS), file 3389-31. At the time this letter was 
prepared General MacArthur was still Chief of Staff, 
U.S. Army. This file is hereafter referred to as 
WPD with appropriate file number. 

10 Ltr of Instructions to CG Phil Dept, signed by 
Actg TAG, 18 Sep 35, WPD 3389-31. 



equipment for the new army was to be of a 
type suitable to the economy and terrain in 
the Philippines. 11 

The staff of the Military Advisor was al- 
ways small. In addition to the officers he 
took with him, General Mac Arthur secured 
the services of four other officers from the 
Philippine Department when he reached 
Manila. He also employed as a civilian 
assistant a retired naval officer, Sidney L. 
Huff, to advise in naval matters. On the 
death of Colonel Ord in an airplane acci- 
dent in 1938, Lt. Col. Richard K. Suther- 
land was brought into the staff, and when 
Colonel Eisenhower returned to the United 
States the next year, Lt. Col. Richard J. 
Marshall was chosen to replace him. In 
October 1937, Capt. Hugh J. Casey joined 
MacArthur's staff to advise in engineer mat- 
ters, and later Maj. William F. Marquat 
was designated antiaircraft officer. All 
of these men remained with General Mac- 
Arthur through the war years. 12 

The first legislative measure of the Philip- 
pine National Assembly was the passage, on 
21 December 1935, of the National Defense 
Act, which embodied the plan proposed by 
General MacArthur. In explaining the bill 
to the Assembly, President Quezon empha- 
sized that the defense program must be car- 
ried out economically and should be "pas- 
sively defensive." It would be impossible 

11 Memo, Maj Gen Dwight D. Eisenhower for 
President Quezon, 22 Jun 42, Operations Division, 
WDGS, Executive Office files (hereafter cited as 
OPD Exec O). This memorandum with accom- 
panying notes is included in an article by Louis 
Morton, "The Philippine Army 1935-1939: Eisen- 
hower's Memorandum to Quezon," Military Affairs, 
XII (1948), 103-07. 

13 Intervs, author with Maj Gen Richard J. Mar- 
shall, ret., 7 Apr 48, and with Col LeGrande A. 
Diller, formerly aide to Gen MacArthur, 28 Apr 48. 
The author's notes on these and certain other inter- 
views are on file in OCMH. Interviews on which 
no notes were taken have no file designation. 

for reasons of economy, he declared, to 
develop an adequate fleet in the short time 
allotted and with the money available. 13 

The National Defense Act provided for 
a regular force of 10,000 men and a re- 
serve force which was expected to reach 
400,000 by the middle of 1946. The regu- 
lar establishment was also to include the 
Philippine Constabulary, then consisting of 
about 6,000 men, so that more than half of 
the regular army from the start consisted 
of partially trained men. All Filipinos be- 
tween the ages of twenty-one and fifty were 
liable for military service. After a 5J/2- 
month training period Filipinos would be- 
come a part of the reserve force. There 
were to be two classes a year, each to con- 
sist of 20,000 men with the regulars serv- 
ing as training cadres. For the training 
of junior officers a military academy pat- 
terned after West Point was to be established 
at Baguio on Luzon. It was expected to 
graduate about 100 officers each year." 

For military purposes the Common- 
wealth was divided into ten military dis- 
tricts with functions comparable to those of 
the prewar corps areas in the United States. 
Each district had an approximately equal 
population, and each was to provide initial- 
ly one reserve division and ultimately three. 
Luzon, together with several outlying islands 
(Mindoro, Palawan, Masbate), had five 
military districts; Mindanao and the Sulu 
Archipelago together constituted another; 
and the Visayas four more. In each dis- 
trict the military commander was respon- 
sible during peacetime for training and for 

13 Message to the First National Assembly on Na- 
tional Defense, 25 Nov 35, in Joseph R. Hayden, 
The Philippines, A Study in National Develop- 
ment (New York, 1942), p. 738. 

14 The Philippine Army : Its Establishment, Or- 
ganization, and Legal Basis, pp. 4, 18. The Con- 
stabulary was separated from the Army in 1938, 
but again made a part of it late in 1941. 



the preparation of defense plans; in time of 
war for the defense of his district. The pro- 
vincial governor was responsible for the en- 
forcement of the recruitment and mobiliza- 
tion laws. 15 

Although the district commanders were 
responsible for defense plans, the Office of 
the Military Advisor drew up the plans for 
all the major islands — Luzon, Cebu, Negros, 
Panay, Leyte, Mindanao, Bohol, Mindoro — 
as well as many of the smaller ones. Since 
these plans were to be employed by the 
Philippine Government after that nation 
had received its independence, they were 
based on the assumption that there would 
be no U.S. Army forces in the Islands and 
that all forces would come from the Phil- 
ippine Army. The plans of the Military Ad- 
visor also called for the establishment of 
seacoast defenses along the seven straits 
which give access to the inland waters of the 
Philippine Islands. 16 

The defense of the coast line — longer than 
that of the United States — posed an ex- 
tremely difficult problem. The National 
Defense Act made no provision for a navy 
but established in the army an Off Shore 
Patrol. This organization was to consist 
of fast motor torpedo boats of a British 
design. Contracts for thirty-six of these 
vessels, to be completed by 1946, were placed 
with British shipbuilders under specifica- 
tions that called for a boat 65 feet long, with 

15 The National Defense Act, Commonwealth Act 
No. 1, Titles II and III, Sees 17 to 59, in The 
Philippine Army: Its Establishment, Organization, 
and Legal Basis, App. I, p. 12. 

" Ltr, Maj. Gen William G. Dunckel, ret., to 
author, 11 May 48, OCMH. General Dunckel 
was on MacArthur's staff, and was responsible for 
the preparation of the plans. In all, he prepared 
about seventy documents including estimates of 
the situation, general and special staff annexes, and 
the like. Interv, author with Lt Gen Richard K. 
Sutherland, ret., formerly chief of staff to Gen 
MacArthur, 12 Nov 46, OCMH. 

a 13-foot beam, three 12-cylinder engines, 
and a speed of 41 knots. Armament would 
consist of two torpedo tubes, depth charges, 
and light antiaircraft guns. 17 "A relatively 
small fleet of such vessels," said General 
MacArthur, ". . . will have distinct effect in 
compelling any hostile force to approach 
cautiously and by small detachments." 18 

The National Defense Act also made 
provision for an air force, to be utilized 
primarily for coast defense. By 1946 the 
Commonwealth expected to have a fleet of 
approximately 1 00 fast bombers, supported 
by other tactical types. They would be used 
with the Off Shore Patrol to keep hostile 
craft away from the Philippine coast. 

The basic concepts which determined 
the nature and organization of the Com- 
monwealth military establishment are per- 
haps best explained by MacArthur him- 
self. The underlying principle, he said in 
a speech in 1936, was to create a defensive 
force of such strength as to make an inva- 
sion so costly in lives and money that "no 
Chancellory in the W orld, if it accepts the 
opinions of the military and naval staffs, 
will ever willingly make an attempt to will- 
fully attack the Philippines . . . ." The 
Islands, MacArthur pointed out, had 
"enormous defensive advantages" in their 
geographical separation from possible en- 
emies, mountainous character, heavy for- 
ests and jungles, narrow beaches and 
limited communications. Luzon, the prob- 
able objective of an enemy, he reminded his 
listeners, had only two areas in which "a 
hostile army of any size could land." 
"Each of these," he added, "is broken by 
strong defensive positions, which if properly 

17 Catherine Porter, "Preparedness in the Phil- 
ippines," Far Eastern Survey, April 7, 1941, pp. 65- 

18 Philippines Herald, January 26, 1940, quoted 
in Hayden, The Philippines, pp. 740-41. 



manned and prepared would present to 
any attacking force a practically impossible 
problem of penetration." 

When the development of the Philippine 
Army was completed, MacArthur believed 
it would be strong enough to oppose suc- 
cessfully "any conceivable expeditionary 
force." It would have a great advantage 
also in being assigned only one mission : de- 
fense of the homeland. Each unit of the 
army would operate over ground it knew 
well and which had been "deliberately 
selected and organized for defense." 

The absence of a battle fleet in the plan 
of defense, MacArthur explained, was due 
to the defensive mission of the military es- 
tablishment. The major duty of a large 
navy, he pointed out, was to protect over- 
seas possessions. For the Philippines, 
which had no colonies, the only naval task 
was that of inshore defense. This defense 
would be provided by "flotillas of fast tor- 
pedo boats, supported by an air force," 
whose task would be to deny the enemy an 
opportunity to bring its forces close enough 
to Philippine shores to debark his troops 
and supplies. All these preparations, he 
believed, would, by 1946, place the 
Islands "in a favorable posture of defensive 
security." 19 

The development of the Philippine Army 
was slow. The year 1936 was devoted to 
the building of camps, organization of 
cadres, and the special training of instruc- 
tors, drawn largely from the Constabulary. 
The commander of the Philippine Depart- 
ment provided Philippine Scouts as instruc- 
tors and detailed U.S. Army officers to as- 
sist in the inspection, instruction, and ad- 

M The quotations in this and the preceding two 
paragraphs are from the speech delivered in 1936 
and printed in Cornejo's Commonwealth Directory 
of the Philippines (1939 ed.), pp. 759-84. 

ministration of the program. By the end of 
the year instructors had been trained and 
camps established. 

The first group of 20,000 men was called 
up on 1 January 1937 and by the end of 
1939 there were 4,800 officers and 104,000 
men in the reserves. Infantry training was 
given at camps scattered throughout the 
Philippines; field artillery training was 
concentrated in the vicinity of the U.S. 
Army's Fort Stotsenburg near Angeles, 
about fifty miles north of Manila, and 
specialized training was given at Fort Wil- 
liam McKinley just south of Manila. 
Coast artillery instruction was carried on at 
Fort Stotsenburg and at Grande Island in 
Subic Bay by personnel supplied largely by 
the American commander at Corregidor. 20 

One of the greatest difficulties encoun- 
tered in the organization of the Philippine 
Army was the creation of a satisfactory 
officer corps. In the Constabulary were 
Filipino officers with excellent training and 
experience, but their interests lay in law 
enforcement rather than military training. 
Some of the best officers came from the 
Philippine Scouts; these men rapidly be- 
came senior officers in the Philippine Army. 
The great problem was to train junior offi- 
cers to command the training camps and 
reserve units once these were formed. 
Since no graduates could be expected from 
the projected military academy at Baguio 
for four years the most promising men in 
each semiannual class of reservists were 
selected for an additional six months' train- 
ing as noncommissioned officers. The best 
of these were chosen for officer training and 

20 Notes on the Philippine Army, 1941-1942, a 
typescript, undated and unsigned, evidently pre- 
pared in Hq USAFFE during the war, pp. 1-3, 
OCMH; memo, Eisenhower for Pres Quezon, 22 
Jun 42, OPD Exec O. 



became 3d lieutenants upon graduation 
from Officer Candidate School. Senior 
ROTC units in colleges and universities 
were established to provide additional jun- 
ior reserve officers. 

The air program of the Philippine Army, 
though its development was slow, met with 
few serious obstacles. The first Philippine 
Army airfield was built just outside of Ma- 
nila, and by the time the first runway was 
completed three trainers were available for 
pilot training. This course was supple- 
mented by courses in military flying and 
technical training given in the United States 
to selected air force students. By 1940 the 
Philippine Army Air Corps had about forty 
planes and one hundred trained pilots. 
Practice in light bombing and gunnery had 
been given, and the entire instructional sys- 
tem, General Eisenhower observed later, 
was "on a very sound basis." 21 

The program for the building of a fleet 
of motor torpedo boats did not progress well. 
Only two had been delivered by the end 
of 1939 when the war in Europe destroyed 
any hope of securing additional boats from 
England. An effort was made to produce 
the torpedo boats locally by purchasing the 
engines and the right to build from the Brit- 
ish design, but by October 1941 only one 

" Memo, Eisenhower for Pres Quezon, 22 Jun 42, 
OPD Exec O. 

boat had been completed. Meanwhile, 
with the assistance of the U.S. Navy, the 
training of boatmen and mechanics con- 
tinued. 22 

No military plan for the defense of an 
archipelago such as the Philippine Islands 
could have had serious prospects of success 
against a determined enemy with a power- 
ful fleet without great reliance on more ef- 
fective naval support than that provided by 
patrol boats. The Philippine Government 
had neither the industrial capacity nor the 
wealth to build and support a navy which 
could compete with that of a first class naval 
power. President Quezon had frankly ad- 
mitted this in November 1935. Such naval 
support could come only from the United 
States. No provision, it is true, had been 
made in the Tydings-McDuffie Act for the 
use by the U.S. Navy of naval bases in the 
Islands after 1946. But such a possibility 
had not been specifically denied and it was 
undoubtedly believed that arrangements for 
their use would be made at a later date. 
Certainly, the Philippine Government did 
not anticipate that the United States would 
stand idly by if the security of the Philip- 
pines was threatened. 

22 Porter, "Preparedness in the Philippines," 
Far Eastern Survey, April 7, 1941, p. 66; interv, 
author with Gen R. J. Marshall, 7 Apr 48; Itr, 
MacArthur to Gen George C. Marshall, Chief of 
Staff, U. S. Army, 28 Oct 41, WPD 4477-2. 


U.S. Army Forces, Far East 

By the middle of 1941 international de- 
velopments had heightened the tension be- 
tween the United States and Japan and 
made the defense of the Philippines an ur- 
gent problem. The Nazi-Soviet pact, fol- 
lowed by the German Army's march into 
Poland in September 1939, had destroyed 
completely any hope for a peaceful settle- 
ment in Europe. The events of the follow- 
ing year made it evident that the United 
States might soon be involved in war with 
the Axis in Asia as well as Europe. Den- 
mark and Norway had been invaded by 
Hitler's armies in April, Holland and Bel- 
gium were conquered in May, and on 21 
June France surrendered. Not long after, 
Japanese troops, with the acquiescence of 
the Vichy Government, moved into French 
Indochina. In September, Germany, Italy, 
and Japan concluded the Tripartite pact, 
and the following April, Russia and Japan 
reached agreement and signed a neutrality 
pact, thus freeing the latter for extension 
of her empire southward. 

American efforts to halt Japanese ag- 
gression in Asia had met with little success. 
On 26 July 1940 Japan was notified that 
the commercial treaty of 1911 would be 
abrogated. On the same day Congress 
granted the President authority to control 
exports to Japan. Immediately he put the 
export of oil and scrap iron under govern- 
ment license and banned the shipment of 
aviation gasoline to that country. By the 
early part of 1941 shipments of scrap iron, 
steel, gasoline, and other important war 

material from the United States to Japan 
had practically ceased. 

While the United States market was 
being closed to Japan, American economic 
support to China was increased. In No- 
vember 1940 Chiang Kai-shek's govern- 
ment was lent $50,000,000 through the Ex- 
port-Import Bank; by the end of that year 
loans to China had reached a total of 
$170,000,000. Despite these moves, per- 
haps because of them, Japan continued to 
exert pressure on the French and Dutch 
colonies in Southeast Asia to "co-operate" 
in economic matters. 

The possibility of war in the Far East was 
too real to be ignored and a reluctant Con- 
gress began to loosen the purse strings. But 
the years of neglect could not be remedied 
quickly. The demand for planes and 
weapons was great and the supply was lim- 
ited. The Philippines was only one o'f 
many bases that had to be protected. 
Hawaii, Alaska, and Panama — which 
formed a strategic triangle whose defense 
was considered essential to the safety of the 
continental United States — had also been 
neglected and their needs had to be filled 
first. "Adequate reinforcements for the 
Philippines at this time," wrote Gen. George 
C. Marshall, "would have left the United 
States in a position of great peril should 
there be a break in the defense of Great 
Britain." 1 

biennial Report of the Chief of Stag of the 
United States Army, July 1, 1941 to June 30, 1943 
to the Secretary of War (Washington, 1943), p. 6. 



What the United States needed more 
than anything else was time. But Japan's 
occupation of naval and air bases in south- 
ern Indochina on 22 July 1941 gave warn- 
ing that time was short. The Philippine Is- 
lands, already almost entirely surrounded, 
were now further threatened and America's 
position in the Far East rendered precarious. 
Measures to strengthen the defense of the 
Philippines could be put off no longer. 

The Recall of General Mac Arthur 

The establishment of a new American 
command in the Far East and the recall of 
General Mac Arthur to active duty in the 
U.S. Army were already under considera- 
tion when Japan moved southward in July 
1941. A month earlier Joseph Stevenot, 
a prominent American businessman in 
Manila and president of the Philippine 
Long Distance Telephone Company, in an 
interview with Secretary of War Henry L. 
Stimson in Washington, had urged a closer 
relationship between the Military Advisor 
and the commander of the Philippine De- 
partment. Stimson had relayed this sug- 
gestion to General Marshall at a meeting 
during which both men discussed MacAr- 
thur's status and agreed he was the logical 
man to command in the Far East in the 
event of an emergency. 2 

'Henry L. Stimson, Diary, entry of 21 May 
41; memo, Brig Gen Leonard T. Gerow for Chief 
of Staff, 29 May 41, sub: Consultation with Mil 
Advisor . . . , WPD 3251-49; ltr, Marshall to 
MacArthur, 20 Jun 41, OCS 20850-15. Chief of 
Staff is hereafter referred to as CofS and the Office 
of the Chief of Staff as OCS. General Gerow 
was at the time acting chief of WPD. The rele- 
vant portion of Mr. Stimson's diary was made 
available to the author by Mr. Rudolph A. Win- 
nacker, formerly historian of the Office of the Sec- 
retary of War and the author of a forthcoming 
volume in this series on the history of that office. 

By a coincidence, on the same day that 
Stimson talked with Stevenot, Maj. Gen. 
George Grunert, the Philippine Department 
commander, asked permission from the War 
Department to include representatives of 
the Commonwealth Government in confer- 
ences then being held in Manila. The pur- 
pose of these meetings was to formulate 
plans, based on the expected use of $52,- 
000,000 in sugar excise funds, for improv- 
ing the defenses of the Islands. The reason 
for Grunert's request was to permit him to 
work more closely and directly with General 
MacArthur without going through official 
government channels. Close contact be- 
tween the department commander and the 
Military Advisor, he pointed out, was an 
obvious necessity in making defense plans. 
General Marshall approved Grunert's re- 
quest without question, adding that "Mac- 
Arthur's support will be invaluable to you 
in the accomplishment of the difficult task 
with which you are confronted." 3 

The first direct bid for the recall of Gen- 
eral MacArthur came from the former Chief 
of Staff himself and was contained in a let- 
ter to General Marshall. 4 In this letter 

Frazier Hunt, in his book MacArthur and the 
War Against Japan (New York, 1944), page 12, 
states that MacArthur offered his services to Pres- 
ident Roosevelt early in the spring of 1941. The 
author has been unable to find the documentary 
evidence in the files of the Department of the 
Army to support this assertion. 

3 Ltr, Marshall to Grunert, 29 May 41, WPD 

1 The author has been unable to find a copy of 
this letter in the files of the War Department but 
its contents are summarized in a memorandum 
written by General Gerow and addressed to the 
Chief of Staff on 6 June 1941 (WPD 3251-50). 
From internal evidence it appears that MacArthur 
on the same day wrote a letter covering the same 
subjects to the President and the Secretary of War. 
See also ltr, Marshall to MacArthur, 20 Jun 41, 
WPD 3251-50. 



Mac Arthur stated that since the Philippine 
Army was to be absorbed by the U.S. Army 
in the near future — a step not yet contem- 
plated by the War Department — he in- 
tended to close out the office of Military 
Advisor. A new American military com- 
mand embracing all U.S. Army activities in 
the Far East, comparable to the British com- 
mand in that area, should be established, he 
told the Chief of Staff, and he, MacArthur, 
be named commander. 

The idea of creating a high command in 
the Far East had been broached before, but 
never by so influential a source. In Jan- 
uary 1941 the intelligence officer of the 
Philippine Department had recommended 
to his superior in Washington that such a 
command be established. This proposal 
differed from MacArthur's in that the de- 
partment commander was to be designated 
commander in chief of such a command, 
while MacArthur put forward his own nom- 
ination. 5 The Philippine Department G— 2 
continued to urge this move during the first 
six months of 1941, but there is no evidence 
that it was ever considered by the General 
Staff in W ashington until June of that year, 
after General MacArthur's letter to the 
Chief of Staff. 6 

MacArthur's proposal was sent to the 
War Plans Division of the General Staff for 
study. On 6 June Brig. Gen. Leonard T. 
Gerow, acting chief of the division, sent his 
recommendations to the Chief of Staff. He 
agreed that the British had created such a 
command, but pointed out that their situa- 
tion was quite different from that faced by 

"Ltr, G-2 Phil Dept to G-2 WD, 18 Jan 41, 
sub: Comments on Current Events, 8-18 Jan 41, 
Military Intelligence Division 10641-374-50. Mili- 
tary Intelligence Division is hereafter referred to 
as MID with appropriate file number. 

"Ibid.; see also ltrs, 13 and 26 Mar 41, MID 
10641-374-58, -59. 

the Americans. The British had accepted 
strategic direction of naval forces in the Far 
East, and their troops were scattered 
throughout the area. U.S. Army forces 
were concentrated in the Philippines and 
had responsibility only for the defense of 
the Islands. Gerow therefore recommended 
against the establishment of a new com- 
mand in the Far East. If MacArthur 
was called to active service, he wrote, it 
should be as commander of the Philippine 
Department. 7 

Despite the recommendations of the 
chief of War Plans, the official reply to Mac- 
Arthur's letter expressed a sentiment en- 
tirely favorable to the proposal. This reply 
was contained in a letter dated 20 June from 
the Chief of Staff to General MacArthur. 
In it Marshall told the Military Advisor that 
the War Department's plans for the Philip- 
pine Army were not as broad as MacArthur 
believed, but that the decision to close out 
his office rested with him. All that the U.S. 
Army planned to do at the present time, he 
said, was to train about 75,000 Filipinos 
for a period of from three to nine months, 
contingent upon the appropriation by Con- 
gress of the sugar excise and currency de- 
valuation fund. 

Both the Secretary of War and I [Marshall 
continued] are much concerned about the 
situation in the Far East. During one of our 
discussions about three months ago it was de- 
cided that your outstanding qualifications and 
vast experience in the Philippines make you 
the logical selection for the Army Commander 
in the Far East should the situation approach 
a crisis. The Secretary has delayed recom- 
mending your appointment as he does not feel 
the time has arrived for such action. How- 
ever, he has authorized me to tell you that, 
at the proper time, he will recommend to the 

1 Memo, Gerow for CofS, 6 Jun 41, WPD 3251- 



President that you be so appointed. It is my 
impression that the President will approve his 
recommendation. 8 

The appointment of General MacArthur 
as commander of all Army forces in the Far 
East was part of the larger problem ,of 
mobilization and training of the Philippine 
Army. By July 1941 it was clear that some 
decision on the use of the Philippine Army 
would soon have to be made. On 7 July 
MacArthur presented his views on the mo- 
bilization and training of the Philippine 
Army in a personal letter to the Chief of 
Staff, adding that the creation of a high 
command for the Far East "would result 
in favorable psychological and morale re- 
actions." 9 A week later General Gerow 
summarized for the Chief of Staff the steps 
being taken for improving the defenses of 
the Philippine Islands, and on 1 7 July made 
the following specific recommendations: 

1. That the President, by executive order, 
call into the service of the U.S. for the period 
of the emergency all organized military forces 
of the Commonwealth. 

2. That General MacArthur be called to 
active duty in the grade of Major General 
and assigned as commander of Army Forces 
in the Far East. 

3. That $10,000,000 of the President's 
Emergency Fund be allotted to cover the costs 
of mobilization and training of the Philip- 
pine Army for a period of three months. 

4. That the training program of the Phil- 
ippine Army for an additional six to nine 
months be financed from the sugar excise 

"Ltr, Marshall to MacArthur, 20 Jun 41, OCS 
20850-15; see also unused draft of this letter in 
WPD 3251-50. The last paragraph of the copy 
sent stated: "This letter is also an acknowledg- 
ment of your letters to the President and to the Sec- 
retary of War. Please keep its contents confiden- 
tial for the present." 

9 The writer has been unable to find a copy of 
this letter. A summary of its contents can be 
found in a memo, Gerow for CofS, 14 Jul 41, sub: 
Philippine Islands [P.I.], WPD 3251-52. 

fund, or from other funds appropriated for 
this purpose. 

5. That 425 Reserve officers be sent to the 
Philippines to assist in the mobilization and 
training of the Philippine Army. 10 

Within a week these recommendations 
had been approved by the Chief of Staff 
and the Secretary of War. The Secretary 
immediately requested President Franklin 
D. Roosevelt to issue the necessary executive 
order, already drafted and approved, for 
calling the military forces of the Common- 
wealth into active service of the United 
States. "Due to the situation in the Far 
East," Stimson wrote, "all practical steps 
should be taken to increase the defensive 
strength of the Philippines Islands." One 
of the most effective measures to accom- 
plish this would be to call the Philippine 
Army into active service for a year's train- 
ing. Such a program, Stimson estimated, 
would involve about 75,000 men and would 
cost about $32,000,000, which would be 
met by the sugar excise fund. Pending ap- 
propriation by Congress, the funds to initi- 
ate the program could be met from the 
President's emergency fund. 11 

Stimson's recommendations reached the 
President at a time when he was thoroughly 
aroused by Japan's occupation of air and 
naval bases in Indochina on 22 July. Al- 
ready he had broken off negotiations with 
Japan for a settlement of Far Eastern prob- 
lems and was considering economic repris- 
als in the form of a freeze on Japanese as- 
sets in the United States. On 26 July, the 
day after Stimson made his recommenda- 
tions, the President put the freeze into effect 
and issued the military order which would 

10 Ibid.; memo, Gerow for CofS, sub: Emergency 
Mobilization and Tng of Phil Army, 17 Jul 41, 
WPD 3251-52. 

u Ltr, Stimson to President, 25 Jul 41, OCS 



bring into the service of the United States 
the armed forces of the Philippines. 12 

The President's military order did not 
mention General MacArthur by name; it 
was carefully worded so as to place the 
forces in the Philippines under a general 
officer of the United States Army, "to be 
designated by the Secretary of War from 
time to time." The actual induction of 
Philippine Army units was to be accom- 
plished by orders issued by that general 

The War Department immediately fol- 
lowed up the President's action by estab- 
lishing, that same day, a new command in 
the Philippines, with headquarters in 
Manila. This command, to be called U.S. 
Army Forces in the Far East (USAFFE), 
would consist of the Philippine Depart- 
ment, those military forces of the Common- 
wealth ordered into active service for the 
period of the emergency, and such other 
forces as might be assigned. At the same 
time, MacArthur was recalled to active 
duty, effective on 26 July, with the rank of 
major general, designated as the general 
officer referred to in the military order, and 
put in command of U.S. Army Forces in 
the Far East. 13 With the establishment of 
USAFFE and the simultaneous induction 
of the military forces of the Common- 
wealth Government, the two separate mili- 
tary establishments which had existed in the 
Philippine Islands since 1935 were placed 
for the first time under one command. 

The recall of Douglas MacArthur to 
active duty at the age of 61 brought back 
into the U.S. Army one of its most able and 

12 The military order and other material relating 
to this subject are filed in WPD 3251-52. 

13 Rad, Marshall to MacArthur, 26 Jul 41, OCS 
18136-35; ltr order, CofS to MacArthur, sub: 
Active Duty, Tab C, Incl 4, WPD 3251-52. 

experienced senior officers. Son of Gen- 
eral Arthur MacArthur of Philippine fame, 
he had graduated from the Military Acad- 
emy in 1903 as a second lieutenant of en- 
gineers. Since then his record had been 
one of rapid advancement and brilliant 
achievement. His first assignment had 
been in the Philippines as a construction 
officer and he had been aide to his father 
when the senior MacArthur was chief mili- 
tary observer with the Japanese Army in 
the war against Russia. In 1 907 he served 
as aide-de-camp to President Theodore 
Roosevelt. After various assignments in 
the United States he was ordered to Wash- 
ington in 1913 for duty with the Chief of 
Engineers. The following year he accom- 
panied the Mexican expedition to Vera 
Cruz as assistant engineer officer. 

In World War I Douglas MacArthur's 
record was outstanding. Transferring to 
the infantry, he served as chief of staff of 
the 42d Division, the Rainbow Division, 
and as commander of the 84th Brigade of 
that division. He was wounded twice, 
served briefly in the occupation and re- 
turned to the United States in 1919 as a 
brigadier general of the National Army. 
That year, at the age of 39, he was ap- 
pointed Superintendent of the Military 
Academy at West Point over a number of 
senior generals. From West Point he went 
to the Philippines where he commanded in 
turn the District of Manila and the 23d 
Brigade. In January 1925 he was ap- 
pointed a major general and returned to 
the United States the following month. 

For the next three years General Mac- 
Arthur commanded a corps area in the 
United States. In 1928 he returned to 
Manila as commander of the Philippine De- 
partment. Upon completion of this as- 
signment he was brought back to the United 



States where he commanded the Ninth 
Corps Area on the west coast for a month 
and on 1 November 1930 was appointed 
Chief of Staff, U.S. Army. He held this 
post five years before going to the Philip- 
pines as Military Advisor to the Philippine 
Commonwealth. On 31 December 1937, 
after thirty-eight years' service, eighteen of 
them as a general officer, Mac Arthur re- 
tired from the Army with the rank of gen- 
eral, to become field marshal in the Philip- 
pine Army a short time later. His return 
to active duty on 26 July 1941 was as a 
major general, his permanent rank before 
retirement. The next day action to pro- 
mote him to the rank of temporary lieuten- 
ant general was initiated and approved two 
days later, effective 27 July. 

The Organization of USAFFE 

The immediate tasks facing General Mac- 
Arthur were, first, to establish his headquar- 
ters and organize his command on an ef- 
ficient basis ; second, to induct and train the 
Philippine Army; and third, to secure the 
necessary supplies and reinforcements to put 
his forces on a war footing. 

The first task was quickly accomplished. 
From the small group of Army officers who 
had been detailed to the Office of the Mili- 
tary Advisor and from U.S. Army organiza- 
tions in the Philippines, MacArthur secured 
enough officers to form a nucleus for his 
headquarters. By mid-August he had a 
small and highly efficient staff in Headquar- 
ters, USAFFE, located at No. 1, Calle Vic- 
toria, in the walled city in Manila. His 
principal staff officers were men who had 
been with him for some time. For the most 
part they were men in the prime of their 
lives. The chief of staff and deputy chief 
of staff were 47 and 46 years old respectively 

at the time USAFFE was organized and had 
already served under MacArthur for sev- 
eral years. All the officers on the general 
staff were under 50 years of age, and of the 
three special staff officers who had been re- 
quested specifically by name, the youngest 
was 43 and the oldest 52. 

For his chief of staff, General MacArthur 
selected the senior officer of the military 
mission, Lt. Col. Richard K. Sutherland. 
Entering the army as a private after his grad- 
uation from Yale in 1916, Sutherland rose 
to the rank of captain before the end of 
World War I. During the peace years, he 
attended the Infantry School, Command 
and Staff School, Ecole Superieure de 
Guerre, and the Army War College. Con- 
ceded by most to be a brilliant, hard-work- 
ing officer, he was selected for MacArthur's 
staff in 1 938 after a tour of duty in Shanghai. 
Gen. George C. Kenney, who served with 
him for four years, remarked, "He knew so 
many of the answers that I could under- 
stand why General MacArthur had picked 
him for chief of staff." But he also noted 
that among Sutherland's traits were egotism 
and "an unfortunate bit of arrogance." 14 
Promoted directly to brigadier general in 
August 1941, Sutherland remained Mac- 
Arthur's chief of staff until 1946, rising 
finally to the rank of lieutenant general. 

For the next important post in USAFFE, 
the deputy chief of staff, MacArthur chose 
Lt. Col. Richard J. Marshall who had oc- 
cupied a similar position in the Military 
Advisor's office. Promoted rapidly, first 
to colonel and in December 1941 to brig- 
adier general, Marshall had, in MacAr- 
thur's opinion, "no superior as a supply of- 
ficer in the Army." 16 

" Gen. George C. Kenney, General Kenney Re- 
ports (New York, 1949), p. 26. 

M Rad MacArthur to Marshall, No. C-62, 10 Jul 
42, OPD Strategy File, III. 



U.S. Army in the Philippines 

When General MacArthur assumed com- 
mand of U.S. Army Forces in the Far East, 
the Philippine Department consisted of 22,- 
532 men, 11,972 of whom were Philippine 
Scouts. 16 Of the 1,340 officers, 775 were 
reservists on active duty. The largest group 
of men — 7,293 — was assigned to the in- 
fantry, and the Coast Artillery Corps was 
next with 4,967. Almost the entire strength 
of the command was stationed on Luzon. 

The largest single U.S. Army unit in the 
Philippines was the Philippine Division, 
commanded by Maj. Gen. Jonathan M. 
Wainwright. Theoretically, it was a square 
division, but was not equipped as such, and 
lacked a brigade organization and some of 
its organic elements. All of the enlisted 
men in the division, except those in the 3 1st 
Infantry and a few military police and head- 
quarters troops, were Philippine Scouts ; the 
31st was the only American infantry unit 
in the Islands composed entirely of Ameri- 
cans. In addition to this regiment, the 
Philippine Division contained the 45th and 
57th Infantry (PS). 17 Authorized strength 
for these Scout regiments was 2,435 officers 

16 Unless otherwise noted, this and subsequent 
material on the strength of American and Philip- 
pine troops is taken from Phil Dept., Machine Reds 
Unit Station Strength Rpts, 31 Jul 41, Strength 
Accounting Branch, and from Phil Dept War Plan 
Orange, 1940 Revision (Short title HPD WPO-3). 
Flyleaf of Copy No. 6 has an AG strength report of 
21 Jul 41 attached. 

Up to January 1941 the Scouts had had a 
strength of 6,500; at that time the President of the 
United States had authorized an increase in their 
strength to 12,000. Telg, TAG to CG Phil Dept, 
No. 635, 28 Jan 41, AG 320.2 Phil Dept (1-19- 

"The 43d Infantry (PS) is also listed in some 
reports. Actually, this unit consisted of 329 men, 
formerly part of the 45th Infantry, who had been 
detached for duty at Zamboanga in Mindanao and 
at Camp John Hay, near Baguio on Luzon. 

and men, and for the 31st, 1,729. In July 
1 94 1 the former were slightly below strength 
and the latter was 402 overstrength in offi- 
cers and enlisted men. 18 

Field artillery components of the Philip- 
pine Division consisted of the two-battalion 
24th Regiment (truck-drawn British 75- 
mm. guns) with 843 officers and enlisted 
men, and one battalion of the 23d, with 401 
men and armed with 2.95-inch mountain 
guns (pack) . Plans existed for the organi- 
zation at a later date of the 26th Field Ar- 
tillery and a separate battalion of 155-mm. 
guns for use with the division. The division 
also included the standard engineer, ord- 
nance, signal, military police, medical, and 
quartermaster units. The total strength of 
the Philippine Division on 31 July was 10,- 
473 men, distributed as shown in |Table IT 

The Philippine Division rarely functioned 
as a division, for its elements were scattered. 
Headquarters and the bulk of the division 
were at Fort William McKinley, just south 
of the city. The 3 1st Infantry was stationed 
at the Post of Manila, in the city itself, and 
a battalion of the 1 2th Quartermaster Regi- 
ment was located in the Manila port area. 
The 1st Battalion, less one company, of the 
45th Infantry was stationed at the Post of 
Limay on the southeast coast of the Bataan 
peninsula. The rest of the division, includ- 
ing the artillery components, the 12th 
Ordnance Company, and a platoon of the 
quartermaster regiment, was at Fort Stot- 
senburg, about fifty miles north of Manila, 
close to Clark Field. 

The major nondivisional U.S. Army 
ground elements in the Philippines in July 

"HPD WPO-3, G-l Annex, Exhibit F. 
Strength figures in this source were computed from 
tables and are the estimated strengths as of Mobilir 
zation (M) Day. Those figures are close to the 
actual strength at the beginning of 1941 when the 
plan wa s prepared, but some of the units listed in 
Table 1 were not yet organized. 


Table 1 — Strength of Philippine Division, 31 July 1941 








* 516 




i I 1 it f ' 












1 17 


Z, 1 IB 












































■ Includes 15 Philippine Scout Officers: 2 Hq, 2 Sp Trs, 3 45th Inf, 1 57th Inf, 5 24th FA Regt, 1 12th QM Regt, and 
1 l4thEngr. 

Source: Phil Dept, Machine Reds Unit Station Strength and Misc., Officers and Enlisted Men, Jul 41. 

1941 included the Harbor Defenses of 
Manila and Subic Bays, a cavalry regiment, 
two field artillery regiments, and quarter- 
master, signal, and military police units. 
The Harbor Defenses were commanded by 
Maj. Gen. George F. Moore, who had his 
headquarters at Fort Mills on Corregidor. 
They included not only the defenses of Cor- 
regidor, but also those -on Caballo Island 
( Fort Hughes) , El Fraile ( Fort Drum ) , and 
Carabao (Fort Frank) — all at the entrance 
to Manila Bay — and Fort Wint on Grande 
Island at the entrance to Subic Bay. 

The 26th Cavalry was a Philippine Scout 
organization with two squadrons of three 
troops each. It was considerably smaller 
than a similar regiment in the United States 
and had a strength of 784 enlisted men and 
54 officers. The home station of the regi- 

ment;, except for one troop, was at Fort 
Stotsenburg; Troop F was stationed at 
Nichols Field, south of Manila. 19 Also at 
Fort Stotsenburg were two Philippine Scout 
field artillery regiments, the 86th and 88th, 
the first with a strength of 388 and the sec- 
ond with 518 men. 

Service and supply elements in the Phil- 
ippine Department at the end of July 1941 
totaled approximately 2,500 officers and 
men, exclusive of those serving with the Air 
Forces. The largest part of these troops 
were assigned to quartermaster and medical 
units, stationed at the various posts on 
Luzon, and at Pettit Barracks in Zamboanga 

19 Lt. Col. William E. Chandler, "26th Cavalry 
(PS) Battles to Glory," in three parts, Armored 
Cavalry Journal, LVI, Nos. 2-4 (March-August 



(Mindanao) . A military police company, 
the 808th, was stationed in Manila, as were 
the headquarters of the Philippine Depa rt- 

(See Table 2.) 

ment and of USAFFE. 

On 4 August, the air forces in the Philip- 
pines were brought under the control of 
MacArthur's headquarters, "except for 
routine administration and supply," and 
redesignated the USAFFE Air Force. It 
was only a token force. Of the 210 air- 
craft in the Islands, only the thirty-one 
P— 40B's could be considered modern air- 
craft; the others, consisting of P-26's, P— 
35% B-10's, B-18's, A-29's, C-39's and 
observation planes, were largely obsolescent. 
One field alone, Clark Field near Fort 
Stotsenburg, could accommodate heavy 
bombers. 20 

Air Forces headquarters was located at 
Nielson Field on the outskirts of Manila; 
the majority of the planes were based at 
either Nichols, also near Manila, or Clark 
Field. The 4th Composite Group at Clark 
Field had under it a headquarters squadron, 
three pursuit squadrons, one bombardment 
squadron, and an observation squadron. 
The 20th Air Base Group at Nichols Field 
contained miscellaneous supporting units, 
including the 27th and 28th Materiel 
Squadrons, and the 19th Air Base Squad- 
ron. Total strength of the air forces was 
254 officers and 2,049 men. 21 

With the establishment of USAFFE, the 
Philippine Department became a subord- 

20 USAFFE GO 4, 4 Aug 41, copy in History of 
Fifth Air Force (and Its Predecessors), Air Hist 
Off; Army Air Action in the Philippines and the 
Netherland East Indies, p. 11, prepared by the 
Asst Chief of Air Staff Intel, Hist Div, and filed in 
Air University Hist Off. 

21 Army Air Action in Phil and NEI, p. 11. The 
aircraft in the 4th Composite Group at this time 
were as follows: 21 P-26's, 56 P-35's, 31 P-40B's, 
10 O-46's, 3 0-19E's, 10 A-9's, 1 C-39, 9 A-27's, 
14 B-lOBs, and 18 B-18's. 

inate command. The headquarters staff 
was left largely intact, although General 
MacArthur designated some of its members 
to serve on his staff in addition to their reg- 
ular duties, but the mission of the Depart- 
ment was narrowed until its principal task 
became the training and supply of the 
Philippine Army. In effect, it became a 
service command, "an administrative eche- 
lon," MacArthur explained, "analagous to 
a Corps Area." 22 Planning and the tacti- 
cal control of field troops, organized into 
task forces, were now centered in USAFFE. 

Under the circumstances, there seemed 
little need for the services of so senior an 
officer as General Grunert, and MacAr- 
thur recommended that he be relieved and 
another officer "who had not enjoyed such 
high command" be appointed to the posi- 
tion. Pointing out that Grunert would 
complete his tour of duty in less than four 
months, MacArthur declared, "It would be 
advantageous to relieve him, as I am loath, 
as long as he is here, to contract the func- 
tions of the Department Commander. 

"23 The War Department accepted 
this suggestion and on 23 October named 
MacArthur commander of the Philippine 
Department, relieved Grunert, and ordered 
him back to the United States. 24 Thus, the 
Philippine Department, which had been for 
so long the highest Army command in the 
Far East, became, in fact first and later in 
name, a service command. The headquar- 

22 Extract of rad from CG USAFFE in memo, 
Maj Gen William Bryden, DCofS for ACofS G-l, 
13 Oct 41, OCS 18136-78; see also memo, Bryden 
for WPD, 7 Oct 41, OCS 18136-71. 

23 Extract of rad from CG USAFFE in memo, 
Bryden for ACofS, G-l, 13 Oct 41, OCS 

24 Memo, Bryden for TAG, n.d., sub: Order for 
Gens Grunert and MacArthur, AG 210.311. Note 
on memo: "Action taken, October 23, 1941." 



Table 2 — Strength and Composition of U.S. Army Troops in Philippine Islands, 

31 July 1941 








All Units 


" 1,434 

























fi£rKi FA 





D 1 O 



















59th CA 





A 1 
*± 1 

1 Q ^ ^ 

1 Q 1 





92d CA 


























1 1 /£l 

1 1 £. 1 























































■Includes 26 Philippine Scout Officers. 
b U.S. Army Mine Planter. 

° Includes officers and enlisted men for which no specific unit was indicated. 

Source: Phil Dept, Machine Reds Unit Station Strength and Misc., Officers and Enlisted Men, Jul 41. 




CEREMONY AT CAMP MURPHY, RIZAL, 15 August 1941, marking the induc- 
tion of the Philippine Army Air Corps. Behind Lt. Gen. Douglas Mac Arthur, from 
left to right, are Lt. Col. Richard K. Sutherland, Col. Harold H. George, Lt. Col. 
William F. Marquat, and Maj. LeGrande A. Diller. 

tens which had made the plans and prepa- 
rations for war had no tactical control when 
war came. 

Philippine Army: Mobilization and 

The major task of the hurriedly assem- 
bled staff of Headquarters, USAFFE, was 
to work out a plan for the mobilization, 
training, and supply of the Philippine Army. 
Within a few days of his appointment, Gen- 
eral MacArthur had selected 1 September 
as the day when mobilization of the Philip- 
pine Army would start. This left thirty 
days in which to select camp sites, enlarge 
existing camps for the first re- 
build new camps. 

The integration of the armed forces of 
the Philippine Commonwealth into the serv- 
ice of the United States was to be gradual. 
Elements of the ten reserve divisions were 
to be called into sen-ice at regular intervals 
until 1 5 December 1941, when the mobiliza- 
tion would be complete. The Philippine 
Army Air Corps would be inducted sepa- 
rately. Reserve units engaged in their nor- 
mal yearly training were not to be inducted 
unless war came. It was hoped in this way 
to continue the development of the Com- 
monwealth's defense program and at the 
same time mobilize and train the Philippine 
Army. Commonwealth forces coming un- 
der United States control would retain their 
national integrity; they would have their 
rations, military law, scale 



of pay, and promotion list; would requisi- 
tion through their own supply channel until 
1 December; but would be paid by the U. S. 
Army. The Regular Army of the Philip- 
pine Commonwealth and the Constabulary 
were not to be inducted immediately. 

A construction program was to be started 
immediately since there was only enough 
housing for about one third of the 75,000 
men scheduled for induction. Camp sites 
would have to be selected and facilities for 
training built. The first units called would 
use existing or temporary quarters and, as 
camps were completed, additional units 
would be inducted. By 15 December, when 
the last units would be mobilized, the en- 
tire construction program would be com- 
pleted. 28 

On 15 August, less than three weeks after 
he had assumed command of USAFFE, 
General MacArthur incorporated into the 
American forces the Philippine Army Air 
Corps of six squadrons and approximately 
500 men. A few days later he issued orders 
calling into the service by 1 September ten 
infantry regiments — one from each of the 

"Notes on the Philippine Army, 1941-1942, p. 
2; Sixth Annual Report of the U.S. High Com- 
missioner to the Philippine Islands, 1 July 1941-30 
June 1942 (Washington, 1943), p. 16; Admin Plan 
for Ten Reserve Divs . . ., Hq USAFFE, 10 Aug 41, 
OCMH; Report of Operations of USAFFE and 
USFIP [U.S. Forces in the Philippines] in the Phil- 
ippine Islands, 1941-1942, pp. 3 ff. This last re- 
port with its eighteen annexes constitutes the basic 
Army report on the various aspects of the Philip- 
pine campaign and was prepared in 1946 by a staff 
under General Wainwright, formerly commander of 
USFIP. Each of the annexes is separately titled 
and paginated and was prepared by officers in the 
relevant headquarters. The basic report is cited 
hereafter as USAFFE-USFIP Rpt of Opns; its an- 
nexes will be referred to by their own titles, listed 
in The Sources, page 588, below. 

This report was prepared in five copies, one of 
which is on file in AG and another in OCMH. The 
author has used throughout this volume the copy 
in OCMH. 

reserve divisions — and the cadres of most 
of the other divisional units. 26 

As housing facilities became available, 
USAFFE brought other elements of the 
Philippine Army into service. Early in No- 
vember the second infantry regiment of 
each of the divisions was called up, to be 
joined before the end of the month by the 
division headquarters and the service ele- 
ments. But time was running out. When 
war came not a single division had been 
completely mobilized and not one of the 
units was at full strength. None of the 
antitank battalions was ever organized be- 
cause of the lack of equipment, and the 
shortage of organic artillery forced many of 
the divisions to go into battle without full 
artillery components." 

To each division were assigned about 
forty U.S. Army officers and twenty Ameri- 
can or Philippine Scout noncommissioned 
officers who served as instructors. The of- 
ficers were usually attached to division and 
regimental staffs; the enlisted men served in 
battalions and companies. The position of 
the instructor was an anomalous one. 
When one instructor asked for a clarification 
of his status he was told: "You have no 
command status. You have no authority. 
But you are directly responsible for the suc- 
cess or failure of the regiment." 28 

While it is not possible to state definitely 
the strength of the Philippine Army by mid- 
December 1941, an estimate of the number 
of Filipinos available for combat can be 

"USAFFE GO 6, 19 Aug 41, copy in OCMH; 
Sixth Annual Report of High Commissioner, p. 15. 
" USAFFE-USFIP Rpt of Opns, pp.. 13, 14: 
** Col Richard C. Mallonee, senior instructor of 
21st FA (PA), Bataan Diary, 2 vols., I, 23. The 
diary was borrowed by the author and a photostat 
copy is on file in OCMH. See also South Luzon 
Force (SLF) and II Corps Rpt of Opns, p. 4, Annex 
V, USAFFE-USFIP Rpt of Opns. 



made. On the basis of the authorized 
strength of a Philippine division (7,500 
men), the total divisional strength of the 
Philippine Army reserve would be 75,000 
men. To this figure must be added the 
strength of the 1st Regular Division, a part 
of the regular establishment, and the Con- 
stabulary, plus nondivisional and provisional 
units formed after the start of war. A rough 
estimate of the number of men in the Philip- 
pine Army, therefore, would be approxi- 
mately 1 20,000, a figure which is confirmed 
by later reports on the number of men sur- 
rendered and by postwar claims for back 
pay and pensions. 29 

Upon mobilization of the first elements of 
the ten reserve divisions, schools were estab- 
lished to provide special training for officers 
and selected enlisted men of the Philippine 
Army who in turn would train other Fili- 
pinos as the mobilization progressed. At 
Baguio a command and staff school was 
established to train a few American colonels 
and senior Philippine officers who were to 
command Philippine Army divisions, as 
well as certain key officers slated for the 
staffs of these divisions. Schools for the 
training of infantry cadres were established 
in ^ each division mobilization district. 
Americans and Philippine Scouts served as 
instructors, and the students consisted of the 
cadres of the infantry elements of the divi- 
sions, regimental and battalion staffs, com- 

2 » Memo, CofS for Secretary of War (SW), n.d., 
sub: Reinforcement of the Philippines, OGS 18136- 
124; memo, Col Joseph K.. Evans, Chief, SE Asia 
Sec, for Maj Thomas R. Clarkin, SW Pacific Sec, 
OPD, 5 Aug 42, sub: US and PA Divs in Phil 
Campaign, OCMH; memo, Col John R. Deane for 
Admiral Harold R. Stark, 7 Feb 42, OCS 18136- 
232; intervs, author with numerous officers on the 
division and corps level who served in the Philippine 
campaign. The author had been unable to find 
any strength reports of the Philippine Army by 
USAFFE after 31 October 1941. 

pany commanders, platoon leaders, first 
sergeants, cooks, and company clerks. In 
addition to specialized training, each stu- 
dent took the basic infantry course. 30 

Coast artillery schools were established at 
Fort Mills (Corregidor) and Fort Wint 
(Grande Island), and field artillery cadres 
were trained at the Philippine Army train- 
ing center at Camp Dau, near Fort Stotsen- 
burg. Two engineer schools were estab- 
lished, with instructors from the 14th Engi- 
neer Regiment (PS), the engineer com- 
ponent of the Philippine Division. A signal 
and a medical school were organized at Fort 
William McKinley; a second medical 
school was established for the training of 
nondivisional cadres; and in the port area 
of Manila was a quartermaster motor trans- 
port school.* 1 

The training of the Philippine Army was 
beset with numerous difficulties. In many 
units there was a serious language barrier, 
not only between the American instructors 
and the Filipinos but also among the Fili- 
pinos. The enlisted men of one division 
spoke the Bicolanian dialect, their Philip- 
pine officers usually spoke Tagalog, and the 
Americans spoke neither. 32 In the Visayas 
the problem was even more complicated 
since most of the officers were Tagalogs from 
central Luzon and the men spoke one or 
more of the many Visayan tongues. Trans- 
fers were made to alleviate the situation, but 
no real solution to the problem was ever 
found. 33 

30 USAFFE-USFIP Rpt of Opns, pp. 3-4; interv, 
author with Brig Gen Clifford Bluemel, 14 Apr 
48, OCMH. General Bluemel commanded the 31st 
Division ( PA ) . 

11 USAFFE-USFIP Rpt of Opns, p. 8. 

12 SLF and II Corps Rpt of Opns, p. 6. 

31 Visayan-Mindanao Force (V-MF) Rpt of 
Opns, p. 17, Annex XI, USAFFE-USFIP Rpt of 



Discipline in Philippine Army units left 
much to be desired, according to U.S. Army 
officers. Until war was declared there were 
no courts-martial. Since the Philippine 
Army retained its national integrity after 
induction, Philippine Army headquarters 
was responsible for discipline and punish- 
ment. Many of the officers and noncom- 
missioned officers were untrained and un- 
qualified for their assignments. There 
were some first sergeants and company 
clerks who could neither read nor write. 

Training facilities and equipment were 
almost nonexistent. Target ranges had 
been hurriedly improvised but many units 
went into battle without ever having fired 
their weapons. There was a serious short- 
age in almost all types of equipment. The 
clothing was old and much of it not fit for 
use; shoes were rubber soled and quickly 
wore out. The uniform usually consisted 
of the blue fatigue suit, and when that wore 
out, anything that could be found. There 
were serious shortages in personal equip- 
ment, blankets, mosquito bars, and shelter 
halves. The supply of Enfield and Spring- 
field '03 rifles was adequate but that of 
many other weapons, entrenching tools, gas 
masks, and steel helmets was not. After 
the outbreak of war, units secured supplies 
wherever and whenever they could, and the 
amount was usually dependent upon the 
initiative and energy of the individual sup- 
ply officers. 34 

The difficulties of mobilizing and training 
the Philippine Army can best be shown by 
following the experiences of a single division. 
The 31st Division (PA) was organized on 
1 8 November at a camp near San Marcelino 

"Ibid., pp. 17-20; SLF and II Corps Rpt of 
Opns, pp. 6-7; USAFFE-USFIP Rpt of Opns, pp. 

in Zambales Province, Luzon. 35 An Ameri- 
can Army officer, Col. Clifford Bluemel, 
who had commanded the 45th Infantry 
(PS) and later the staff and command 
school at Baguio, was assigned as division 
commander with a staff consisting of Philip- 
pine Army and Scout officers. 

When the division was organized, its 
camp was still under construction. The 
buildings were about 80 percent complete, 
and in the absence of a water system a few 
shallow wells were used. Work on sanitary 
installations had just begun. 

One of the division's regiments, the 31st 
Infantry (PA), had been mobilized on 
1 September and was already in camp when 
Colonel Bluemel arrived. The 32d Infan- 
try had been inducted on 1 November but 
did not join the division until 6 December. 
Starting on 25 November the third infantry 
element of the division, the 33d Infantry, 
began arriving in camp. Between 18 and 
30 November, the medical battalion, motor 
transport, service, and division headquar- 
ters companies were mobilized. The signal 
company was organized on 1 December 
when a cadre which had been in training 
at Fort McKinley for three months arrived 
at camp. The 31st Field Artillery Regi- 
ment began mobilizing on 12 December, 
after the outbreak of war, and was finally 
organized with two battalions on 26 De- 
cember, after the division had already 
moved to Bataan. 

The 31st Division, like the other Philip- 
pine Army divisions, suffered from short- 
ages in personal and organizational equip- 

** This account is drawn from the Report of Gen- 
eral Bluemel on the 31st Division Philippine Army. 
It was borrowed from the author and a copy is on 
file in OCMH. Cited hereafter as Bluemel, 31st 
Div (PA) Rpt of Opns. 



ment. Every man was equipped with a 
rifle, the .30-caliber Enfield rifle used by 
American troops in World War I. The 
stock was too long for the small Philippine 
soldier and the weak extractor often broke 
and could not be replaced. Of the other 
infantry weapons, there was one Browning 
automatic rifle for each infantry company 
and eight .30-caliber Browning water- 
cooled machine guns for each machine gun 
company. Each infantry regiment had two 
.50-caliber machine guns and six 3-inch 
trench mortars, 70 percent of the ammu- 
nition for which proved to be duds. Ar- 
tillery equipment for the division consisted 
of eight World War I model 75-mm. guns 
which were delivered to the division on the 
evening of 7 December, without sights Or 
fire control equipment. The 31st Field Ar- 
tillery, therefore, could only organize two of 
the six firing batteries it was authorized. 

Organic transportation was virtually 
nonexistent. Division headquarters and 
the motor transport company could muster 
only one sedan, one command car, one 
bantam car J one 1 y^-ton truck and one 
J/ 2 -ton truck. The 31st Infantry had only 
one command car and eight 1 y 2 -ton trucks, 
which was more than the other regiments 
had. The division was deficient also in 
communications and engineer supplies, 
office equipment, spare parts, and tools. 

The personal equipment of the Philip- 
pine soldier in the 31st Division left much 
to be desired. His uniform consisted of 
shorts, short-sleeved shirt, and cheap can- 
vas shoes with a rubber sole that wore out 
in about two weeks. Some of the men were 
fortunate enough to draw leather shoes. 
For warmth and protection against mosqui- 
toes, the Filipino wore his blue fatigue uni- 
form. There were no surplus stocks for is- 

sue or replacement. The division received 
no steel helmets, but did have gas masks. 

Rations were purchased by the individ- 
ual organizations with funds furnished the 
unit commanders by the Philippine Army. 
Zambales Province, where the 31st Division 
was located, did not produce enough food 
for its own needs, and as additional units 
joined the division the procurement of food 
became a difficult problem. The division 
railhead scheduled to open on 1 December 
did not begin operations until a week later, 
after the war had started, because of the in- 
experience of Filipino supply officers. 

The training program of the division 
began theoretically on 1 September, when 
the 31st Infantry was mobilized, but it was 
not until 24 November that the men first 
fired their rifles on the target range at the 
Olongapo Naval Station. One battalion 
fired fifty rounds per man, and another 
twenty-five rounds. The third battalion 
never fired at all, for permission to use the 
range was withdrawn by the Navy when the 
4th Marine Regiment arriving from China, 
was stationed at Olongapo. No other 
range was available for the division, and the 
one under construction was not completed 
when war came. 

The men in the 31st Infantry were more 
fortunate than those in the other regiments, 
many of whom never even fired a rifle be- 
fore entering combat. Nor had their pre- 
vious five and a half months' training under 
Philippine Army supervision been of much 
value, according to Colonel Bluemel. Prac- 
tically none of the men, he observed, had 
fired as many as five rounds with the rifle or 
the .30-caliber machine gun. None had 
fired the .50-caliber-machine gun or the 
mortar. Bluemel's judgment of the value of 
the early training program was borne out 



by the experience of other Philippine Army 
division commanders. 36 

The field artillery units received even less 
training than the infantry. As soon as the 
two batteries were organized, they fired two 
rounds per gun. Most of the men had never 
fired a 75-mm. gun and many had never 
even seen one fired. The engineer battalion 
had been constructing a road since its ar- 
rival in camp and received no other train- 
ing. The cadre of the signal company was 
commanded by a Filipino who had received 
inadequate training at Fort McKinley. 

38 In addition to General Bluemel's report, see 
Col. Clyde A. Selleck, Notes on the 71st Division, 
pp. 2-8, and Col. Ray M. O'Day, History of the 
21st Division (PA), 2 vols., I, 1-5. Colonel Selleck 
commanded the 71st Division (PA) and Colonel 
O'Day was the senior American instructor with the 
21st Division (PA). Both documents were bor- 
rowed from the authors and copies are on file in 

This man, who was to be division signal 
officer, was unable to establish radio com- 
munication with units a mile away in the 
same camp. 

All officers in the division, with few ex- 
ceptions, were Filipinos with little or no 
knowledge of tactics or of the method of 
training troops for combat. In some cases, 
their understanding of English was inade- 
quate. As the war progressed, it became 
necessary to replace many of the Filipino 
battalion commanders with American offi- 
cers. The enlisted men seemed to the divi- 
sion commander to be proficient in only 
two things : "one, when an officer appeared, 
to yell attention in a loud voice, jump up 
and salute; the other, to demand 3 meals 
per day." 37 

"Bluemel, 31st Div(PA) Rpt of Opns, p. 4. 


The Reinforcement of 
the Philippines 

When General MacArthur assumed com- 
mand of U.S. Army Forces in the Far East, 
there was no program in the War Depart- 
ment for any immediate large-scale rein- 
forcement of the Islands. As a matter of 
fact, the War Department specifically told 
MacArthur that he could have "no addi- 
tional forces, except approximately 400 re- 
serve officers to assist in training the Philip- 
pine Army. . . ." 1 Within a few days, 
there was a complete reversal of policy in 
the War Department. The first sign of 
this change came on 3 1 July when General 
Marshall approved a proposal by the War 
Plans Division to reinforce the Islands' de- 
fense "in view of the possibility of an at- 
tack." 2 The next day MacArthur was in- 
formed that he would receive substantial re- 
inforcements and Marshall told his im- 
mediate staff, "It was the policy of the 
United States to defend the Philippines." 
This statement so impressed the Chief of the 
War Plans Division that he entered it in 
his office diary. 3 

The reasons for this change of policy are 
nowhere explicitly stated. Undoubtedly 

l Rad, TAG to CG USAFFE, No. 1712, 28 Jul 
41, OCS 18136-39. 

2 Memo, WPD for CofS, 31 Jul 41, sub: Addi- 
tional Armament for Phil, OCS 18812-61. 

3 Gen Gerow's Off Diary, entry of 31 Jul 41, 
OPD Exec O ; rad, TAG to CG USAFFE, No. 1197, 
31 Jul 41, AG 320.2 (7-28-41) Orgn and Reinf 
for USAFFE. 

many factors both political and military con- 
tributed to the American Government's 
firm stand in July and August 1941. One 
of these was recognition of the potentialities 
of air power and especially of the Army's 
new heavy bomber, the B— 17, called the 
Flying Fortress. In Stimson's opinion, the 
success of B— 17 operations in Europe was 
responsible for creating an optimistic view 
in the War Department that the Philippines 
could be successfully held. 4 A striking force 
of such heavy bombers, it was argued, would 
act as a deterrent to Japanese advances 
southward and would strengthen the United 
States position in the Far East. 

Another cause for optimism was the recall 
of General MacArthur to active duty. No 
one knew as much as he about the. Philip- 
pines and no one believed more completely 
that it could be held if the Japanese allowed 
sufficient time for reinforcement. 

The possibility of establishing an effective 
defense against Japan in the Philippines 
and thereby preventing Japanese domina- 
tion of the Western Pacific without altering 
the major lines of strategy already agreed 
upon "had the effect," Stimson said, "of 
making the War Department a strong pro- 
ponent of maximum delay in bringing the 

4 Henry L. Stimson and McGeorge Bundy, On 
Active Service in Peace and War (New York: 
Harper & Brothers, 1948), p. 388. 



Japanese crisis to a climax. ... In their 
[Stimson's and Marshall's] eyes the Philip- 
pines suddenly acquired a wholly new im- 
portance and were given the highest prior- 
ity on all kinds of military equipment." 6 

Ground Forces 

The first official War Department pro- 
gram for a large-scale reinforcement of the 
Philippines during this period was proposed 
by War Plans on 14 August. In a memo- 
randum for the Chief of Staff, General 
Gerow argued that those reasons which had 
limited the size of the Philippine garrison — 
lack of funds, personnel, and equipment, 
plus the inability of the Navy to support a 
large force — were no longer entirely valid. 
With its present strength, he pointed out, 
there was a real doubt if the Philippine gar- 
rison could resist a Japanese attack, a con- 
tingency which he considered probable in 
view of Japan's attitude. To strengthen 
the garrison and increase its chances of hold- 
ing Luzon and especially Manila Bay, Gen- 
eral Gerow recommended that the Philip- 
pines be reinforced by antiaircraft artillery, 
modern combat planes, and tanks. The 
amount that could be sent, Gerow admitted, 
would be limited by the number of ships 
available for transport duty to the Far East. 
"The best that can be done at the moment," 
therefore, would be "to adopt a definite plan 
of reinforcement and carry it forward as 
availability of shipping permits." 6 

Gerow's recommendations were ap- 
proved and two days later, on 16 August, 
General MacArthur was notified that the 
following units would sail from San Fran- 
cisco between 27 August and 5 September: 

' Ibid., pp. 388-89. 

" Memo, Gerow for CofS, 14 Aug 41, sub: Reinf 
of Phil, WPD 3251-55. 

the 200th Coast Artillery Regiment (AA) 
consisting of 76 officers and 1,681 enlisted 
men; the 194th Tank Battalion (less Com- 
pany B) , with 54 tanks, 34 officers, and 390 
enlisted men ; and one company ( 1 55 men ) 
of the 17th Ordnance Battalion. 7 

There had been some mention earlier of 
the possibility of sending a division to the 
Philippines, and on 5 September the Chief 
of Staff asked MacArthur if he wanted a 
National Guard division (probably the 
41st). MacArthur replied that he did not 
need this division since he already had one 
U.S. Army division (the Philippine Divi- 
sion) and was mobilizing ten Philippine 
Army divisions. He asked instead for au- 
thority to reorganize the theoretically 
square Philippine Division into a triangu- 
lar division, adding, "Equipment and sup- 
ply of existing forces are the prime essen- 
tial." "I am confident if these steps are 
taken with sufficient speed," he said, "that 
no further major reinforcement will be 
necessary for accomplishment of defense 
mission." 8 

The reinforcement of the Philippines 
now enjoyed the highest priority in the 
War Department. MacArthur's request 
for permission to reorganize the Philippine 
Division was approved immediately. He 
was promised additional aircraft as well as 
the funds needed for airfield construction 
and the antiaircraft guns and equipment 
to protect the fields once they were built. 
"I have directed," wrote General Marshall, 
"that United States Army Forces in the 

' Rad, TAG to CG USAFFE, No. 56, 16 Aug 41 ; 
memo, Brig Gen Harry L. Twaddle for TAG, 15 
Aug 41, sub: Augmentation of Phil Dept. Both in 
AG 370.5 (8-1-41), Part I. 

'Rads, Marshall to MacArthur, No. 121, 5 Sep 
41 and MacArthur to Marshall, No. 277, 7 Sep 41, 
both in AG 320.2 (7-28-41) Orgn and Reinf for 



Philippines be placed in highest priority 
for equipment including authorized de- 
fense reserves for fifty thousand men." 9 

As a result, General MacArthur's re- 
quests for men and supplies during the next 
few months received almost instant ap- 
proval by the War Department. "I wish 
to express my personal appreciation for the 
splendid support that you and the entire 
War Department have given me along 
every line since the formation of this com- 
mand," he told the Chief of Staff in a per- 
sonal letter. "With such backing the de- 
velopment of a completely adequate de- 
fense force will be rapid." 10 

Through no fault of the War Depart- 
ment or a lack of desire on the part of the 
Chief of Staff, General MacArthur's confi- 
dence in the rapid development of an ade- 
quate defense for the Philippines was not 
entirely justified. The task was a heavy 
one and limited by many factors beyond 
the control of the military. The industrial 
capacity of the United States was only just 
beginning to turn to the production of war 
material; the needs of a rapidly expanding 
citizen army had to be met; Great Britain 
and Russia were in critical need of supplies ; 
and shipping space was extremely limited. 

The reinforcements promised Mac Ar- 
thur on 16 August were dispatched with 
the greatest speed and by 12 September 
General Marshall was able to report consid- 
erable progress. The antiaircraft artillery 
regiment, the tank battalion of 54 tanks, 
and reserve supplies had already been 
shipped from San Francisco. During the 
month, 50 more tanks, and 50 self-pro- 

9 Rad, Marshall to Mac Arthur, No. 137, 9 Sep 
41, AG 320.2 (7-28-41) Orgn and Reinf for 

10 Memo, GofS for President, 9 Sep 41, OCS 

pelled mounts for 75-mm. guns were to be 
sent. 11 

These reinforcements reached MacAr- 
thur before the end of September. The 
arrival of the 200th Coast Artillery Regi- 
ment (AA) gave him 12 additional 3 -inch 
guns, 24 37-mm. guns, and a similar num- 
ber of machine guns. Armored reinforce- 
ment consisted of the 192d and 194th Tank 
Battalions each with 54 tanks. And he 
could count on 25 more 75-mm. guns on 
self-propelled mounts (SPM) already en 
route and due to arrive in Manila on 15 
October. 12 

The arrival of the two tank battalions 
with their 1 08 light tanks, M-3, were a wel- 
come addition to the Philippine garrison. 
On 21 November a Provisional Tank 
Group consisting of the 192d and 194th 
Tank Battalions and the 17th Ordnance 
Company (Armored) was established, with 
Col. James R. N. Weaver in command. 

As Military Advisor, MacArthur had pro- 
posed a plan to protect the inland seas by 
emplacing heavy coastal guns at the en- 
trance to the key straits leading into these 
waters. The War Department had ap- 
proved this plan and sent 24 155-mm. guns 
(without fire control equipment) to the 
Philippine Commonwealth to carry out this 
program, scheduled for completion in April 
1942. MacArthur now proposed to extend 
this plan to include northern Luzon and 
asked the War Department for 4 12-inch 
and 4 8-inch railway guns, 22 more 155- 
mm. guns, and 30 searchlights. When em- 

11 Memo, Marshall for Stark, 12 Sep 41, OCS 

12 Memo, Gerow for SW, 2 Oct 41, sub: Person- 
nel and Supplies for Phil, OCS 18136-70; memo, 
Brig Gen George F. Moore for CofS, 28 Oct 41, 
sub: Shipment of Tanks and SPM's, OCS 18136- 
65B; interv, author with Brig Gen Charles G. Sage, 
formerly CO 200th CA, 28 Feb 51. 



placed, he argued, these guns would present 
an enemy advancing on Manila with "fixed 
position gunfire, the lightest of which will 
be of sufficient proportions to interfere with 
troop landings and the operations of lightly 
armored vessels." 13 The letter was received 
in Washington at the beginning of Decem- 
ber, too late to result in action. 14 

General MacArthur's request for author- 
ity to reorganize the Philippine Division as 
a triangular division had been readily 
granted. To accomplish this reorganiza- 
tion, MacArthur said he needed an infantry 
regiment, a field artillery headquarters and 
headquarters battery, two field artillery bat- 
talions, a reconnaissance troop, and a mili- 
tary police platoon for the division. 15 The 
•War Department agreed to provide these 
units and the staff began the detailed work 
necessary to select and ship them. 

MacArthur's plans for the Philippine Di- 
vision were explained in a letter he wrote to 
the Chief of Staff on 28 October. He 
wished, he said, to have the division at war 
strength and trained intensively for com- 
bat. "It would be impolitic," he thought, 
"to increase the number of Philippine Scouts 
above the authorized 12,000, for all recruits 
would be taken from Philippine Army re- 
servists to serve at higher rates of pay than 
the Philippine Army can pay." The only 
way, then, to increase the strength of the 
division was to secure an additional infan- 
try regiment and two battalions of artillery 
from the United States. With these units 
and the American 31st Infantry, he could 
form two American combat teams in the 

13 Ltr, MacArthur to Marshall, 17 Nov 41, WPD 

14 Ltr, Marshall to MacArthur, — Dec 41 (not 
sent), WPD 4477-2. 

15 Rad, MacArthur to Marshall, No. 354, 17 Sep 
41, AG 320.2 (7-28-41) Orgn and Reinf for 

Philippine Division. The Scouts thus re- 
leased could be used to bring the 91st and 
92d Coast Artillery Regiments of the Harbor 
Defenses up to strength, retain several small 
units already in existence, and provide sta- 
tion complements for Forts McKinley and 
Stotsenburg. The Philippine Division 
would then be free to train for combat and 
would be available "for instant use." "The 
entire plan," he told General Marshall, 
"will be placed in effect upon the arrival of 
the new regiment." 16 

MacArthur's plans included also the es- 
tablishment of four major tactical com- 
mands, directly subordinate to USAFFE. 
On 2 October he requested authority, which 
was readily granted, to activate a headquar- 
ters and headquarters company for each 
"with average strength approximately those 
of Army Corps." 17 He also asked for army 
and corps troops to establish a balanced 
force, and for a field artillery brigade, a 
chemical company, three signal battalions, 
a medical supply depot, and a military po- 
lice company, all at full strength and with 
complete organization and individual equip- 
ment. By the end of October he had re- 
quested almost 12,000 men: for the Philip- 
pine Division, 209 officers and 4,881 en- 
listed men ; for army and corps troops, 340 
officers and 6,392 enlisted men. 

During the next month MacArthur con- 
tinued to ask for additional units and indi- 
vidual specialists, and by the middle of No- 
vember the War Department had approved 
for transfer to Manila 1,312 officers, 25 
nurses, and 18,047 enlisted men belonging 
to units. Individual specialists totaled 200 
officers and 2,968 enlisted men. The units 

M Ltr, MacArthur to Marshall, 28 Oct 41, WPD 

" Rad, MacArthur to TAG, No. 465, 2 Oct 41, 
AG 320.2 (7-28-41) Orgn and Reinf of USAFFE. 



selected for this overseas movement, includ- 
ing the 34th Infantry for the Philippine 
Division, were scheduled for shipment, first 
for January 1942, but later, ironically, on 
8 December 1941. 18 

These reinforcements and supplies were 
all intended for the regular U.S. Army es- 
tablishment; requisitions for the Philippine 
Army were made and considered separately. 
His plan of induction had hardly been com- 
pleted when MacArthur began to request 
from the War Department large amounts 
of supplies for his Philippine troops. Dur- 
ing August alone he called for 84,500 
Garand rifles (Ml), 330 .30-caliber ma- 
chine guns, 326 .50-caliber antiaircraft ma- 
chine guns, 450 37-mm. guns, 217 81 -mm. 
mortars, 288 75-mm. guns with high-speed 
adapters, and over 8,000 vehicles of all types 
for the ten Philippine Army divisions he 
planned to mobilize. 19 On 18 September 
he was told that because of lend-lease com- 
mitments and production schedules it would 
not be possible to send most of these items. 
Especially unwelcome was the news that 
Garand rifles were not available and that 
the Philippine Army divisions would have 
to continue to use the Enfield and '03's with 
which they were equipped. 20 

MacArthur nevertheless continued to 
request equipment for the Philippine Army, 
asking, on 10 September, for 125,000 steel 

18 Ltr, MacArthur to Marshall, 28 Oct 41, WPD 
4477-2; rad, MacArthur to Marshall, No. 354, 17 
Sep 41, and memo, Twaddle for CofS, 4 Nov 41, 
sub; Reinf for Phil Dept, both in AG 320.2 (7-28- 
41) Orgn and Reinf for USAFFE. 

w Rads, MacArthur to TAG, Nos. 122, 184, and 
236, dated 15, 23, and 28 Aug 41, AG 400 (8-12- 
41 ) Supplies and Equip for USAFFE. 

20 Rad, TAG to CG USAFFE, No. 181, 19 Sep 
41, and ltr, TAG to CG USAFFE, 23 Sep 41, sub: 
Supplies for Phil Army and Phil Dept, both in AG 
400 (8-12-41) Supplies and Equip for USAFFE. 

helmets, as well as chemical, engineer, and 
signal equipment. A month later, the re- 
quest for the helmets was approved. They 
would be shipped immediately and the 
other equipment would be shipped at a 
later date. 21 

Since the Philippine Army was not lim- 
ited in size by law as was the U.S. Army, 
MacArthur was in the unique position of 
being able to raise as many troops as the 
War Department could equip. On 20 
September he asked for "complete organi- 
zational equipment" for a number of army 
and corps units to be formed principally 
of Philippine Army personnel. Included 
were 2 155-mm. and 3 105-mm. howitzer 
regiments, a motorized battalion of 155-mm. 
guns, 3 antitank gun battalions, and service, 
signal, and medical units. 22 These requests 
were approved and a shipping schedule 

Most disturbing was the shortage of light 
artillery and machine guns in the Philip- 
pine Army divisions. By the end of Sep- 
tember the Philippine Army had only 48 
75-mm. guns. At least 240 were required 
to equip the artillery regiments of the ten 
reserve divisions and another 36 for field 
artillery training centers. Also needed were 
37-mm. guns for the antitank battalions 
and .50-caliber machine guns. Realizing 
that the supply of these guns was limited, 
MacArthur expressed a willingness to ac- 
cept as substitutes obsolete models or 
smaller weapons. "Strongly recommend," 
he appealed to the Chief of Staff, "impro- 
visation to the extent of providing substi- 

21 Memo, Actg ACofS for TAG, 6 Oct 41, sub: 
Issue of Equip to USAFFE, G-4 27573-18. 

22 Rad, CG USAFFE to TAG, No. 378, 20 Sep 
41, AG 400 (8-12-41) Supplies and Equip for 



tute arrangement in spite of lowered effi- 
ciency for any types available in the United 
States." 23 

By mid-November, the War Department 
had taken action to ship 40 105-mm. 
howitzers to the Philippines. These 
weapons were to be given to U.S. Army 
units and would release to Philippine Army 
units a like number of 75's. In addition, 
10 75-mm. pack howitzers were to be taken 
from the vital Canal Zone and 48 British 
75-mm. guns and 123 .30-caliber machine 
guns from the equally important Hawaiian 
garrison for the Philippine Islands, an indi-> 
cation of the importance which the defense 
of the archipelago had acquired in the eyes 
of the War Department. From the United 
States itself would come 130 75-mm. guns, 
35 37-mm. guns (M1916) and 14 .30-cal- 
iber machine guns. 24 

No action was taken until October to 
supply the thousands of vehicles Mac Ar- 
thur had requested. During that month 
a large number of jeeps, ambulances, trucks, 
and sedans became available and on the 
15th the War Department released these 
vehicles for the Philippine Army, "subject 
to the availability of shipping." 25 A re- 
quest for clothing for the Philippine Army 
was also approved, as was the equipment 
for ten 250-bed station hospitals and 180 

23 Rad, MacArthur to Marshall, No. 430, 27 Sep 
41, AG 400 (8-12-41 ) Supplies and Equip for 

21 Rad, TAG to CG USAFFE, No. 506, 12 Nov 
41; memo, WPD for CofS, 12 Nov 41, sub: Ma- 
chine Guns, 37-mm. Guns and 75-mm. Guns for 
Ten Phil Army Div; rad, TAG to CG USAFFE, 
No. 541, 15 Nov 41. All in AG 400 (8-12-41) 
Supplies and Equip for USAFFE. 

M Ltr, TAG to QMG, 15 Oct 41, sub: Issue of 
Equip to USAFFE, AG 400 (8-12-41) Supplies 
and Equip for USAFFE. 

sets of regimental infirmary equipment. 26 
An early requisition for 500,000 C rations 
and enough 5 5 -gallon drums to hold 
1,000,000 gallons of gasoline was filled dur- 
ing the summer. Strangely enough, the 
drums arrived filled although the gasoline 
had not been requested. This unexpected 
windfall proved extremely fortunate. A 
large portion of the gasoline was stored on 
Bataan and was most welcome during the 
campaign. 27 

The approval of requisitions and orders 
for shipment did not result in any immediate 
increase in the supplies of the Philippine 
Army. Time was required to order the 
stocks from depots and factories, pack and 
ship them to the port of embarkation, find 
the vessels to transport them, and finally 
get them to the Islands. In September, the 
Navy began sending cruiser escorts with 
Army transports and merchant ships on 
their voyages between Hawaii and Manila. 
This procedure frequently meant that the 
transports had to stop at Honolulu, some- 
times reload, and then sail west at a speed 
equal to that of the slowest vessel in the 

The shipment of supplies was dependent 
upon the number of cargo vessels available 
to the Army. This number was never large 
and the Navy, for a time, threatened even 
this limited supply. In September the Navy 
announced its intention to convert three 
transports to escort carriers. General Mar- 
shall protested this decision vigorously, 

x Rad, QM USAFFE to TQMG, no number, 1 
Oct 41; memo, SGO for G-4, 9 Oct 41, sub: 
Medical Supplies and Equip for Phil Army; ltr, 
TAG to SGO, 19 Nov 41, same sub. All in AGO 
400 (8-12-41) Supplies and Equip for USAFFE. 

21 QM Rpt of Opns, p. 4, Annex XIII, USAFFE- 
USFIP Rpt of Opns. 



pointing out to the Chief of Naval Opera- 
tions that it would delay the delivery of 
much-needed reinforcements to MacArthur 
by over two months. 28 Despite the favor- 
able outcome of this protest, a large back- 
log of troops and approximately 1,100,000 
tons of equipment destined for the Philip- 
pines had piled up in U.S. ports or depots by 
November. A group of shipping experts, 
including representatives from the War De- 
partment General Staff, Office of the Quar- 
termaster General, the Navy, and Maritime 
Commission, met on 10 November to dis- 
cuss ways of breaking the shipping block. 
As a result of this meeting a shipping sched- 
ule was established which recognized the 
priority of the Philippines over Hawaiian 
defenses and advanced the troop movements 
scheduled for mid- January to 17 and 20 De- 
cember. Altogether, nine vessels were as- 
signed to the Manila route, to sail in No- 
vember and December. They would bring 
to MacArthur one light and one heavy bom- 
bardment group, a pursuit group, one 
reconnaissance squadron, a regiment of in- 
fantry, a brigade of field artillery, two bat- 
talions of light artillery, together with 
ground and air service units. 29 Had these 
vessels, the last of which was to leave the 
United States on 20 December, reached the 
Philippines the Japanese would have faced 
a far stronger force when they landed on 

Air Forces 

In July 1941 the air force in the Philip- 
pines was still a token force, unable to 
withstand "even a mildly determined and 
ill-equipped foe." 30 Air Corps headquar- 

8 Memo, Marshall for Stark, 25 Sep 41, sub: 
Conversion of Troop Transports, OCS 17396-56B. 

29 Memo, Gerow for ASW, 10 Nov 41, sub: Ship- 
ping for Phil, OCS 18136-121. 

ters in Washington had been urging for 
some time that additional planes be sent to 
the Philippines and the Joint Board, early 
in 1940, had proposed an increase in air 
strength for the island garrison. 31 The fol- 
lowing July 1941 Maj. Gen. Henry H. 
Arnold, chief of the newly created Army Air 
Forces, came forward with the strongest 
proposal yet made for the reinforcement of 
the Philippines. This proposal called for 
the transfer to the Philippines of four heavy 
bombardment groups, consisting of 272 air- 
craft with 68 in reserve, and two pursuit 
groups of 130 planes each. 32 These planes, 
wrote Brig. Gen. Carl Spaatz, chief of the 
Air Staff, would not be used for an offensive 
mission, but to maintain "a strategical de- 
fensive in Asia. 38 

General Arnold's recommendations, ap- 
proved in August, were not easily carried 
out. 34 To have raised that number of 
planes in the summer of 1941 would have 
meant stripping the fields in the United 
States as well as all other overseas bases. 
Moreover, many of the heavy bombers were 
still on the production lines. What could 
be scraped together was shipped immediate- 
ly and by mid-August General Gerow re- 

M Wesley F. Craven and James L. Cate, eds., The 
Army Air Forces in World War II, Vol. I, Plans and 
Early Operations: January 1939 to August 1942 
(Chicago, 1948), 177. 

" Mark Skinner Watson, The Office of the Chief 
of Staff: Prewar Plans and Preparations, UNITED 
ington, 1950) p. 416. 

"Memo, Arnold, for CofS, 19 Jul 41, cited in 
Craven and Cate, The Army Air Forces in World 
War II, I, 178. 

13 Memo, Spaatz for Maj Gen George H. Brett, 
26 Aug 41, cited in Army Air Action in Phil and 
NEI, p. 12. 

34 MacArthur on 3 1 July had already been told 
of plans to send him a squadron of B-17's. Rad, 
TAG to CG USAFFE, No. 1197, 31 Jul 41, AG 
320.2 (7-28-41) Orgn and Reinf for USAFFE. 



ported to the Chief of Staff that thirty-one 
modern fighters of the P-40 type were on 
their way. Meanwhile General Arnold 
made arrangements to send fifty more di- 
rectly from the factory. These, too, were 
soon on their way and by 2 October had 
arrived in the Philippines. 35 

Some weeks earlier a historic flight of 
nine Flying Fortresses had reached Manila 
by air. These planes were part of the 1 9th 
Bombardment Group ( H ) , which had been 
selected for transfer to the Far East. After 
a flight from Hamilton Field near San Fran- 
cisco, the Group's 14th Squadron, under 
Maj. Emmett O'Donnell, Jr., left Hickam 
Field in Hawaii on 5 September for Clark 
Field via Midway, Wake, Port Moresby, 
and Darwin. This pioneering 10,000-mile 
flight, almost all of it over water, was suc- 
cessfully concluded a week later, establish- 
ing the fact that the Philippines could be 
reinforced by air. 36 But the Midway-Wake 
route could not be considered safe in the 
event of war with Japan since it passed over 
the mandated islands and work was begun 
after October to develop a South Pacific 
ferry route. 37 

35 Memo, Gerow for CofS, 14 Aug 41, sub: Reinf 
of Phil, WPD 3251-55; rad, TAG to CG USAFFE, 
No. 56, 16 Aug 41, and memo, Twaddle for TAG, 
15 Aug 41, sub: Augmentation of Phil Dept, both 
in AG 370.5 (8-1-41), Part I; memo, CofS for 
Stark, 12 Sep 41, OCS 18136-56-1/2; memos, 
Gerow for SW, 2 Oct and 10 Nov 41, subs: Person- 
nel and Supplies for Phil and Shipping for Phil, 
OCS 18136-70 and 121. 

M The arrangements made for this flight and the 
details of the trip are described in Army Air Action 
in Phil and NEI, pp. 12-20. A readable account of 
the flight can be found in Walter D. Edmonds, 
They Fought With What They Had (Boston, 1951), 
pp. 1-13. 

" For a full discussion of this important route, 
which later became the chief link between the 
United States and New Zealand and Australia, 
see Development of the South Pacific Air Route, 
AAF Hist Study 45, Air University Hist Off. 

Once the pioneering flight had been suc- 
cessfully concluded, all heavy bombers sent 
to the Philippines went by air via the Cen- 
tral Pacific route. On 9 September, Gen- 
eral Marshall told MacArthur that two 
additional squadrons of the 19th Group — 
the 30th and 93d — would leave the next 
month. At that time the ground echelon 
of the two squadrons and the headquarters 
sailed from San Francisco. The air echelon 
of twenty-six B— 1 7's followed soon after. 
By 22 October these planes had arrived at 
Hickam Field in Hawaii. After a short 
stopover they flew on to Clark Field where 
all but two reported on 4 November; the 
other two followed soon after. 

The flight of the 30th and 93d Squadrons 
was one in a scheduled series which called 
for the shipment of 33 heavy bombers in 
December, 51 in January 1942, and 46 
more in February. By March 1942 the 
War Department planned to have 165 
heavy bombers in the Philippines. 38 

Scheduled for shipment after the 19th 
Bombardment Group was the 7th. The 
ground echelon reached Hawaii late in No- 
vember and was held there until naval es- 
cort could be secured. The air echelon, 
scheduled to fly to the Philippines via the 
Midway route during late November and 
early December, had completed only the 
first leg of the journey before war came. 88 

In addition to heavy bombers, MacAr- 
thur was also promised a light bombard- 
ment group of three combat squadrons. 
Selected for shipment was the 27th Bom- 

38 Army Air Action in Phil and NEI, pp. 24, 
29. Estimated production of B-17's and B-24's 
for the period was 220 aircraft, thus demonstrating 
the importance which the War Department at- 
tached to the defense of the Philippines at this 




bardment Group (L) . The Air Corps ex- 
perienced some difficulty in securing the 52 
A— 24's for this group but by early Novem- 
ber the planes had been collected. The 
pilots and ground personnel reached the 
Philippines during November but the A— 
24's, loaded on a separate transport, were 
held at Hawaii with the ground echelon of 
the 7th Bombardment Group and failed to 
reach their destination. 40 

At the end of November General Mar- 
shall summarized for the Secretary of War 
the air reinforcements already shipped or 
scheduled for shipment to the Philippines. 
At that time, he noted, there were 35 
B-l 7's already in the Islands and 52 A-24's 
were due there — they never arrived — on 
the 30th. Fifty P-40's had reached Mac- 
Arthur in September, Marshall explained 
to Stimson, thus giving him a total of 81 
modern fighters. In addition, 24 P-40's 
had left San Francisco on 19 October, and 
40 more on 9 November. By 3 1 December, 
General Marshall estimated, the Philip- 
pines should have a total of 240 fighters of 
the latest type. 41 

By now the War Department was fully 
committed to an all-out effort to strengthen 
the air defense of the Philippines. General 
Arnold, in a letter to the commander of the 
Hawaiian Air Force on 1 December, ex- 
pressed this view when he wrote : "We must 


"Memo, Marshall for SW, 25 Nov 41, sub: 
Reinf of Phil, OCS 18136-124. A detailed ac- 
count of the air reinforcements sent to the Philip- 
pines can be found in Army Air Action in Phil and 
NEI, Chs. I and II. A condensation of this ac- 
count has been published in Craven and Cate, The 
Army Air Forces in World War II, I, 175-85. 
For training and state of readiness of the Far East 
Air Force, see Edmonds, They Fought With What 
They Had, pp. 43-56. 

get every B-l 7 available to the Philippines 
as soon as possible." 42 His statement was 
not an exaggeration. On the outbreak of 
war there were 913 U. S. Army aircraft 
scattered among the numerous overseas 
bases. This number of aircraft included 
61 heavy, 157 medium, and 59 light bomb- 
ers and 636 fighters. More than half of 
the total of heavy bombers and one sixth of 
the fight ers were already in the Philip- 


{See Table 3.) 

Within a few 
would have been 

raised considerably. 

The arrival of the bombers and addi- 
tional pursuit planes, with the promise of 
more to come, led to a reorganization of 
the air forces in the Philippines. Early in 
the fall of 1941 General MacArthur had 
asked for Maj. Gen. Lewis H. Brereton, a 
senior air officer, as his air commander. 
This request was approved and early in 
October Brereton was relieved of command 
of the Third Air Force and called to Wash- 
ington. There, in a series of conferences at 
Army Air Force headquarters, the form of 
a new air organization, to be called the Far 
East Air Force, was drawn up. 44 

General Brereton arrived in the Philip- 
pines on 3 November. He saw MacArthur 
that same day, and gave him the latest 
views about reinforcements and develop- 
ments within the War Department. By 
the middle of the month the reorganization 
of the air forces had been accomplished and 
a short time later MacArthur told Marshall, 

" Ltr, Arnold to Maj Gen Frederick L. Martin, 
1 Dec 41, quoted in Craven and Cate, The Army 
Air Forces in World War II, I, 193. 

"Craven and Cate, The Army Air Forces in 
World War II, I, 193; Army Air Forces in the War 
Against Japan, 1941-1942, (HQ AAF, 1945), pp. 

14 Army Air Action in Phil and NEI, p. 31. 


Douglas B-18A 

Martin B-10B 

Republic P :i:> 


Boeing P-26A 



Table 3 — Aircraft in Philippines and 
Hawaii, 1 December 1941 

Type and Model 



B-17D » 






A-20A 6 






P-40C » 


P-40B » 
P-40E b 










Misc. (Incl. Obsn, Cargo, 






* Modern combat aircraft. 

b There is disagreement in all sources on the figure of 107 
P-40's. Some writers place the figure at 90 and Walter D. 
Edmonds estimates that there were "only 54 first-line, combat- 
worthy fighter planes to throw against the Japanese on the 
morning of December 8." They Fought With What They 
Had, p. xii. 

Sources: For the Philippines, memo, Gerow for CofS, — 
Nov 41, sub: Airplanes in P. I., Incl 1, 19 Nov 41, WPD 
3633-20. The P-40 strength is from memo, CofS for SW, 
25 Nov 41, sub: Reinf of Phil, OCS 18136-124; Craven and 
Cate, The Army Air Forces in World War 11, I, 191-92. 

For Hawaii, Craven and Cate, The Army Air Forces in World 
War 11, I, 171. 

"Brereton has taken hold in an excellent 
manner." 46 

The newly activated Far East Air Force, 
with headquarters at Nielson Field in Ma- 
nila, included the V Bomber Command, the 
V Interceptor Command, and the Far East 
Service Command. The main element of 
the bomber command, led by Lt. Col. 
Eugene L. Eubank, was the 19th Bombard- 
ment Group with its thirty-five B-17's. 
Only two squadrons of the original group, 
the 30th and 93 d, were in the Philippines. 
On 16 November, the 28th Squadron, a 
medium unit, was also assigned to the group 
and equipped with B-17's and on 2 Decem- 
ber the 14th Squadron joined the group. 
In addition to heavy units, the bomber com- 
mand also contained the ground echelon of 
the 27th Bombardment Group, whose fifty- 
two A-24's were delayed at Hawaii and 
never reached the Philippines. 48 

The V Interceptor Command, first under 
Brig. Gen. Henry B. Clagett and later Col. 
Harold H. George, consisted initially of the 
24th Pursuit Group with the 3d, 17th, and 
20th Squadrons. When, in November, the 

" Lt. Gen. Lewis H. Brereton, The Brereton 
Diaries, 3 October 1941-8 May 1945 (New York: 
William Morrow & Company, Inc., 1946), p. 18; 
ltr, MacArthur to Marshall, 29 Nov 41, WPD 
3489-21; USAFFE GO 28, 14 Nov 41, copy in 
History of the Fifth Air Forces (And Its Predeces- 
sors), App II, Doc 3, Air University Hist Off. 

46 Pearl Harbor Attack, Hearings Before the Joint 
Committee on the Investigation of the Pearl Har- 
bor Attack (Washington, 1946), Part 11, pp. 5317- 
39. This source will be hereafter cited as the 
Pearl Harbor Attack Hearings. The Joint Com- 
mittee hearings produced altogether 39 volumes, 11 
of which contain the hearings themselves and 18 
the exhibits presented during the course of the 
hearings. A separate volume, the 40th, contains 
both the majority and minority reports. 



2 1st and 34th Squadrons arrived in Manila, 
they were attached to the group, pending 
arrival of their own organization (which 
never arrived). The Interceptor Com- 
mand was considerably modernized during 
the fall of 1941 and by 7 December all but 
one of its pursuit squadrons were equipped 
with P-40's. 47 

The prerequisites for an effective air force 
are not only modern and sufficiently nu- 
merous attack and interceptor aircraft, but 
adequate fields, maintenance and repair fa- 
cilities, and the antiaircraft artillery and air 
warning service to defend these installa- 
tions. The lack of fields in the Philippines 
was recognized early. Within eighty miles 
of Manila there were six fields suitable for 
pursuit planes and only one, Clark, for 
heavy bombers. Outside of Luzon were 
six additional Army fields, useful principally 
for dispersal. More were needed to base 
the large number of modern aircraft due to 
arrive before the end of the year. In Au- 
gust General MacArthur was allotted $2,- 
273,000 for airfield development and in 
October $7,000,000 more. The largest 
part of these funds was to be expended on 
Luzon, at Nichols and Clark Fields, with 
auxiliary fields at Iba, on the Zambales 
coast west of Clark, and various points on 
northern Luzon. 48 

In mid-November- MacArthur decided 
to establish a heavy bomber base in north- 
ern Mindanao at Del Monte, which since 
September had had a strip capable of land- 
ing B— 17's. This decision was based on 
the belief that heavy bombers on Luzon 
would be subject to attack and that they 

"Army Air Action in Phil and NEI, pp. 33, 43. 
48 Ibid., pp. 11, 22. 

should therefore be moved south, out of 
reach of the enemy. His plans, MacArthur 
told the Chief of Staff on 29 November, 
called ultimately for a bomber base in the 
Visayas, but until such a base was com- 
pleted he expected to use the field at Del 
Monte. 48 Work on Del Monte Field was 
rushed and by the beginning of December 
it was able to accommodate heavy bomb- 
ers. 50 

Despite the arrival of reinforcements and 
the airfield construction program, the air 
defense system remained inadequate be- 
cause of the shortage of antiaircraft ar- 
tillery and aircraft warning equipment. 
MacArthur had requested warning equip- 
ment in September and had at that time 
presented a plan for the establishment of 
an air warning service. The War Depart- 
ment had approved the project and by mid- 
September three radar sets had been 
shipped with three more scheduled for ship- 
ment in October. In addition, $190,000 
was allotted for aircraft warning con- 
struction, with an additional $200,000 to be 
included in the supplemental estimate for 
the fiscal year 1942 for the construction of 
three detector stations and one information 

The one air warning service company of 
200 men in the Philippines was entirely 
inadequate to the needs of the Far East Air 
Force. In November General Arnold rec- 
ommended, and the Chief of Staff ap- 
proved, the shipment of an aircraft warning 

" Ltr, MacArthur to Marshall, 29 Nov 41, WPD 

50 Army Air Action in Phil and NEI, p. 47; 
Craven and Cate, The Army Air Forces in World 
War II, I, 188; Edmonds, They Fought With What 
They Had, pp. 53-56. 



CLARK FIELD looking westward. In the upper left center, abutting the foothills 
of the Zambales Mountains, lies Fort Stotsenburg. The. rectangular, tree-lined 
area is the parade ground. 

service battalion to the Philippines.' 1 The 
557th Air Warning Battalion was organ- 
ized in the United States and on 6 Decem- 
ber 1941 arrived in San Francisco, too late 
for shipment to the Philippines. 

When war came there were seven radar 
sets in the Islands, but only two had been 
set up and were in operation. In the ab- 
sence of the necessary equipment and per- 
sonnel, USAFFE had organized a make- 
shift air warning service. Native air watch- 
ers stationed at strategic points reported 
plane movements by telephone or telegraph 
to the interceptor command at Nielson 
Field, w : hir.h in turn relayed the informa- 
tion to Clark. It was this primitive system, 

a ' Mraio, Spaatz fur Cof S, 13 Nov 41, sub: Equip 
for Phil AWS, OCS 18136-112. 

augmented by the radar sets established at 
Iba and outside Manila, that was in opera- 
tion when war came/' 2 

That other prerequisite for a balanced 
air force, antiaircraft artillery, was also 
slow in reaching the Far East. In the Is- 
lands when Mae Arthur assumed command 
was the GOth Coast Artillery (AA). In 
anticipation of heavy reinforcements he or- 
ganized in Auf! 

tillery Command with Maj. Gen. i 

'-Army Air Action in Phi! and NE1, p. 45; 
Craven and Gate, The Army Air Farces in World 
War It, I, 186. On the basis of interviews and 
other evidence, and despite the statement of the 
aircraft warning officer, Walter Edmonds con- 
cludes that only one set, the one at Iba, was in 
operation. They Fought With What They Had, 
p. 59n. 



Moore in command. Plans provided for an 
area defense of the four fortified islands in 
Manila Bay (Corregidor, El Fraile, Ca- 
ballo, and Carabao) and the southern tip 
of Bataan. One antiaircraft gun battery 
with a platoon of searchlights was stationed 
at Fort Wint in Subic Bay. When the 
200th Coast Artillery ( AA) arrived in Sep- 
tember it was ordered to Fort Stotsenburg 
to protect Clark Field. Both antiaircraft 
units were equipped with 3-inch and 
37-mm. guns, .50-caliber machine guns, 
and 60-inch Sperry searchlights. The 3- 
inchers were an old model with a vertical 
range of 27,000 feet. 53 

The two antiaircraft units alone obvi- 
ously could not defend the fields of the rap- 
idly growing Far East Air Force, let alone 
meet civilian defense requirements. Of 
necessity, therefore, the air defenses in- 
cluded only the Manila Bay area and Clark 
Field; all other installations were left vir- 
tually without defense against air attack. 
General Brereton was rightly concerned 
about the lack of antiaircraft defense and 
observed, even before he left Washington, 
that sending heavy bombers to the Philip- 
pines without providing proper antiaircraft 
protection would probably be suicide. But 
there was little that could be done in the 
short time available. Maj. Gen. Joseph A. 
Green, Chief of Coast Artillery, suggested 
that elements of the Harbor Defenses be re- 

"Rad, TAG to CG USAFFE, No. 1197, 31 Jul 

41, AG 320.2 (7-28-41) Orgn and Reinf for 
USAFFE ; Rpt of Phil CA Command and Harbor 
Defenses of Manila and Subic Bays, pp. 1-10, 
Annex VIII, USAFFE-USFIP Rpt of Opns. 

An attempt was made after 7 December 1941 to 
provide the city of Manila with additional pro- 
tection from air attack by splitting the 200th and 
forming another regiment, the 515th Coast Artillery 

assigned to antiaircraft duty, but the pro- 
posal was rejected." 

The War Department and the Air Forces 
continued to show concern over the anti- 
aircraft defenses of the Islands, about which 
they did not have too clear a picture. A 
radio to General Mac Arthur for informa- 
tion elicited the reply on 27 November that 
an increase in armament was required and 
that detailed plans were being forwarded 
by mail. 55 These plans were sent on 1 De- 
cember but even before then War Plans 
had recommended the dispatch of three 
antiaircraft regiments and two antiaircraft 
brigade headquarters to the Philippines. 
These units were to utilize the equipment 
then in the Islands, thus reducing shipping 
requirements. Action on this proposal was 
begun at the end of November, when time 
had almost run out. When war came, the 
antiaircraft defenses in the Philippines were 
little better than they had been three months 
earlier. 88 

Naval Forces 

Naval forces assigned to the defense of 
the Philippines were organized into the U.S. 
Asiatic Fleet. Normally stationed in Asiatic 
waters, this fleet by mid- 1941 was based in 

M Memos, Green for CofS, 5 and 7 Nov 41, 
sub: AAA Defenses in Phil, AG 320.2 (7-28-41) 
Orgn and Reinf for USAFFE ; Army Air Action in 
Phil and NEI, p. 44. 

M Rad, Mac Arthur to Marshall, No. 991, 27 Nov 
41, AG 320.2 (7-28-41) Orgn and Reinf for 

M Ltr, MacArthur to Marshall, 1 Dec 41, WPD 
3489-21; ltr, Gen Moore to CG USAFFE, 29 Nov 
41, sub: Modification of Armament, AG 320.2 (7- 
28-41 ) Orgn and Reinf of USAFFE ; memo, Gerow 
for CofS, 29 Nov 41, sub: AAA Personnel for 
Phil, WPD 4559-8. 

On 29 November permission was requested and 
secured to convert one battery of the 59th Coast 
Artillery (US) and two batteries of the 91st (PS) 
to antiaircraft. 



Manila with headquarters in the Marsman 
Building. Admiral Thomas C. Hart com- 
manded the fleet and reported directly to 
the Chief of Naval Operations in Wash- 
ington. The 16th Naval District head- 
quarters was at Cavite on the south shore 
of Manila Bay. 

Hart's fleet consisted of the flagship, the 
heavy cruiser Houston; 1 light cruiser; 3 
destroyer divisions with 13 overage four- 
stack, flush-deck destroyers of World War I 
vintage; and 17 submarines. The under- 
water craft were organized into Submarine 
Squadron 20, supported by tenders and 1 
rescue vessel. Air elements of the fleet were 
under Patrol Wing 10, composed of 24 
PBY's and 4 seaplane tenders. Patrol and 
miscellaneous craft included 7 gunboats, 1 
yacht, 6 large minesweepers, 2 tankers, and 
1 ocean-going tug. Also a part of the fleet 
but stationed in Shanghai was the U.S. 
Marine Corps' regiment, the 4th Marines. 57 

Obviously such a force was not capable 
of withstanding even momentarily the Jap- 
anese Combined Fleet, and Admiral Hart 
had authority to retire to bases in the In- 
dian Ocean if necessary. From the small 
detachments of sailors in the 16th Naval 
District little more could be expected than 
assistance in protecting local naval installa- 
tions. The 4th Marines could be of con- 
siderable help in the defense of the Philip- 
pines if it could be taken out of China in 

Although Allied naval forces in the Far 
East were not expected to provide direct 
support for the Philippine Islands in case of 
war with Japan, they would, if Japan at- 
tacked them, fight the common enemy. 
The British, in May 1941, had in Far East- 

" Navy Basic War Plan, Rainbow 5, 26 May 
41, in Pearl Harbor Attack Hearings, Part 18, Ex- 
hibit 129, p. 2932. 

em waters 1 battleship, 1 aircraft carrier, 
4 heavy and 13 light cruisers, and a few 
destroyers. The Dutch could contribute 3 
light cruisers, 7 destroyers, and 15 sub- 
marines. By December of that year the 
British Fleet in the Far East had been aug- 
mented by 3 battleships and 3 destroyers. 58 

The bulk of American naval strength in 
the Pacific was assigned to the Pacific Fleet. 
Before 1940 the main body of the Pacific 
Fleet had been based on the west coast of 
the United States. In May 1 940 the Navy 
announced that the fleet, which had sailed 
to Hawaiian waters for war games, would 
be based at Pearl Harbor indefinitely. This 
decision had been made by President Roose- 
velt in the belief that the presence of the 
fleet would act as a deterrent to Japan. 59 A 
year later the Pacific Fleet, now based at 
Pearl Harbor and commanded by Admiral 
Husband E. Kimmel, consisted of 9 battle- 
ships, 3 aircraft carriers, 12 heavy and 8 
light cruisers, 50 destroyers, 33 submarines, 
and 100 patrol bombers. The strength of 
this fleet was substantially the same on 7 
December 1941 when the attack on Pearl 
Harbor came. 60 

"Ibid., Part 15, Exhibit 86, pp. 1901-06, and 
Exhibit 49 (The United States-British Staff Con- 
versations report of 27 Mar 41), pp. 1485-1550. 
The short title of this second report is ABC-1. 

"Ibid., Part 16, Exhibit 106, pp. 2161-69; Sam- 
uel E. Morison, History of United States Naval 
Operations in World War II, Vol. Ill, The Rising 
Sun in the Pacific, 1931-April 1942 (Boston, 1948), 
pp. 56-58. 

" Navy Basic War Plan, Rainbow 5, in Pearl 
Harbor Attack Hearings, Part 18, Exhibit 129, 
p. 2932. The vessels in the Southeast Pacific Force 
were added to those of the Pacific Fleet in these 
computations. These figures should be compared 
with those presented at the Joint Congressional 
Investigation and published in Part 15, Exhibit 86, 
pp. 1901-06. The latter figures show more light 
cruisers and destroyers than are listed in the Rain- 
bow plan. 



Although Admiral Hart had been told in 
May 1941 that he would receive no addi- 
tional surface ships for his fleet, he was able 
to do much to put his force in readiness for 
action before the outbreak of war. Begin- 
ning in July, three to six PBY's maintained 
constant watch along the southern boundary 
of the archipelago and later linked with the 
Dutch Navy's air patrol north of Borneo. 
The mining of Manila and Subic Bays was 
pushed through to completion, in co-opera- 
tion with the Army, by the end of August 
and provided security against all but sub- 
marines and shallow-draft surface craft. 
The Navy's base at Mariveles, on the south- 
ern tip of Bataan, was rapidly built up and 
on 22 July the drydock Dewey was moved 
there from Olongapo. By the end of the 
month the base at Olongapo was being used 
by the navy only as an auxiliary air base and 
as a station for Marines and some naval per- 
sonnel. 81 

In the six months before war the Asiatic 
Fleet was reinforced strongly in underwater 
craft. On 8 November 8 large submarines 
of the Pacific Fleet arrived in Manila and 
on the 24th 4 more, accompanied by the 
tender Holland, joined the fleet. Together 
with those already assigned, Admiral Hart 
now had 29 submarines. 62 

The fleet was further reinforced in Sep- 
tember by six motor torpedo boats, consid- 
ered ideally suited for operation in Philip- 
pine waters. Twelve had been allocated 
but the remainder were never received. In 
addition, General MacArthur told Admiral 
Hart that he would mobilize the naval com- 

" Admiral Thomas C. Hart, Narrative of Events, 
Asiatic Fleet Leading up to War and from 8 De- 
cember 1941 to 15 February 1942 (hereafter cited 
as Hart, Narrative of Events, Asiatic Fleet), pp. 

"Ibid., pp. 27, 31. 

ponent of the Philippine Army, with its two 
motor torpedo boats, whenever Hart 
desired. 63 

Early in November the Navy Depart- 
ment directed Hart to withdraw the 
marines and the gunboats from China, a 
move which the admiral had proposed ear- 
lier. Five of the gunboats made the trip 
from China to Manila successfully, leaving 
the Wake, stripped and ready for demoli- 
tion — it was later seized by the Japanese — 
and the Tutuila for the Chinese. Two 
President liners were chartered and sent to 
Shanghai where the majority of the 4th 
Marines was stationed ; the detachments at 
Pekin and Tientsin were to load at Chin- 
wangtao. On 27 and 28 November the 
regiment, with attached naval personnel 
and civilian refugees, embarked on the two 
vessels for the Philippines. Arriving on 30 
November and 1 December, the regiment 
was assigned the mission of guarding the 
naval stations on Luzon, particularly the 
new base at Mariveles. One of the vessels, 
the President Harrison, started back to 
Chinwangtao to embark the remaining 
marines but fell into Japanese hands. With 
its weapons and equipment, and consisting 
of long service men and a full complement 
of regular officers, the 4th Marines 
(strength, 750 men) formed a valuable ad- 
dition to the infantry force in the Islands. 64 

ffl Ltr, MacArthur to Marshall, 28 Oct 41, WPD 
4477-2; William L. White, They Were Expendable 
(Cleveland, 1944), pp. 4-6. 

M Hanson W; Baldwin, "The Fourth Marines at 
Corregidor," in four parts, Marine Corps Gazette 
(November 1 946~February 1947), Part 1, p. 14; 
Hart, Narrative of Events, Asiatic Fleet, pp. 32-33 ; 
Morison, Rising Sun in the Pacific, p. 155; Brig 
Gen Samuel L. Howard, Rpt on 4th Marines, Sep 
41-6 May 42, 26 Sep 45, USMC Hist Sec. This 
last report was written from memory and notes by 
Howard after his release from prison camp in 1945. 




In a letter prepared on 5 December 1 94 1 
but never sent, General Marshall outlined 
for General Mac Arthur what had been and 
was being done to strengthen USAFFE. 
"Reinforcements and equipment already 
approved," he said, "require over 1,000,000 
ship tons." Fifty-five ships had already 
been obtained and approximately 100,000 
ship tons of supplies were en route, with 
twice this amount ready for immediate 
shipment to ports of embarkation. Re- 
quests for equipment for the Philippine 
Army, except those for the Ml rifle, had 
been approved, and uncontrolled items of 
supply were being shipped as rapidly as 
they could be assembled and loaded on 
ships. "Not only will you receive soon all 
your supporting light artillery [130 75-mm. 
guns]," Marshall told MacArthur, "but 48 
155-mm. howitzers and 24 155-mm. guns 
for corps and army artillery." Except for 
certain types of ammunition, the defense 
reserve for the U.S. Army forces in the 
Philippines would be completed in April 
1 942, and for the Philippine Army by July 
of that year. Three semimobile antiair- 
craft artillery regiments were scheduled to 
leave the United States soon, but the 90- 
mm. antiaircraft gun could not be sent 
since it had not yet been fully tested. A sum 
of $269,000,000 had been requested from 
Congress for the support of the Philippine 
Army, and early passage of such legislation 
was expected. "I assure you," Marshall 
closed, "of my purpose to meet to the full- 
est extent possible your recommendations 
for personnel and equipment necessary to 
defend the Philippines." M 

"Draft ltr, Marshall to MacArthur, — Dec 41 
(not sent), WPD 4477-2. Memorandum attached 
states letter was prepared 5 December, but WPD 
on 1 1 December recommended it not be sent. 

The last vessels carrying supplies to the 
Philippines were assembled in convoy in 
Hawaii and on 7 December were still on 
the high seas. In the convoy were the 52 
dive bombers of the 27th Bombardment 
Group, 18 P-40's, 340 motor vehicles, 48 
75-mm. guns, 3,500,000 rounds of .30- and 
.50-caliber ammunition, 600 tons of bombs, 
9,000 drums of aviation fuel, and other 
heavy equipment and supplies. Also 
aboard were the two light field artillery bat- 
talions and the ground echelon of the 7th 
Bombardment Group ( H ) . 

The military force in the Islands at the 
beginning of December, while not as large 
as MacArthur soon hoped to have, was con- 
siderably larger than it had been five months 
earlier. The air force had been reorgan- 
ized, modern bombers and fighters had 
been brought in, and a start made on the 
creation of a balanced force. The strength 
of air force troops on 30 November was 
5,609, more than double the July strength. 
The Far East Air Force had more than 250 
aircraft, concentrated largely on Luzon. 
Less than half of these planes were suitable 
for combat, and much of the equipment was 
still in ports of embarkation. There were 
35 B-17's at Clark Field and 107 P-40's at 
various fields on Luzon. A primitive air- 
craft warning system was in operation, and 
an antiaircraft artillery regiment was sta- 
tioned at Clark Field. Much remained to be 
done, but the Philippines could boast a 
stronger air complement of modern combat 
aircraft on 7 December than any other base, 
including Hawaii and Panama. 

Naval forces assigned to the Asiatic Fleet 
had also been considerably strengthened. 
By 7 December this fleet consisted of 1 
heavy and 2 light cruisers, 1 3 old destroyers, 
32 PBY's, 6 gunboats, 6 motor torpedo 
boats, and miscellaneous vessels. Its 



Table 4 — Strength and Composition of U.S. Army Troops in Philippine Islands, 

30 November 1941 


1 Otcll 







■ 2,504 

































































1,2 37 


60th CA . 





91st CA 

8 37 





92d CA 





T IS A MP W.^rWfrlM 













5 609 















19th Bomb Group 

1 374 




1 264 






























48th Materiel Sq 

















































a Includes 3 1 Philippine Scout Officers. 

b Includes officers for which no specific unit was indicated. 

Source; Phil Dept. Machine Reds Unit Station Strength and Misc., Officers and Enlisted men, Nov 41. 



strongest element was the submarine force 
of 29 underwater craft. 

Ground forces in the Philippines had been 
considerably reinforced, too, in the few 
months since General MacArthur had as- 
sumed command. The ten reserve divisions 
of the Philippine Army had been two-thirds 
mobilized and although poorly equipped 
and trained represented a military force of 
some size. Wthin a week after the outbreak 
of war it numbered over 1 00,000 men. The 
U.S. Army garrison in the Islands had been 
increased by 8,563 men since 3 1 July. The 
number of Philippine Scouts, fixed by law, 
remained the same, approximately 12,000. 
The number of American enlisted men in- 
creased by 7,473 and offic ers by 1,07 0. (See 
\Table 4] compare with I Table 2.1 ) The 

largest proportionate increase was among 
service troops. As of 31 July, 1,836 men 
were assigned to service detachments; four 
months later the number had increased to 
4,268. During this same period, the num- 
ber of Air Corps troops had increased from 
2,407 to 5,6 09. ro Total strength of the en- 

" This strength is from a Machine Records Unit 
report dated 30 November 1941. The strength of 

tire U.S. Army garrison on 30 November 

1941 was 31,095 officers and enlisted men. 
In the four months since General Mac- 
Arthur's assumption of command, the flow 
of men and supplies to the Philippines had 
increased tremendously and all preparations 
for war had been pushed actively and ag- 
gressively. Time was running out rapidly, 
but at the end of November many still 
thought it would be several months before 
the Japanese struck. The month of April 

1942 was commonly accepted as the criti- 
cal date and most plans were based on that 
date. By 1 December MacArthur had or- 
ganized his forces, but still needed much to 
place them on a war footing. Most of 
his requests had been approved by the War 
Department and men and supplies were al- 
ready on their way or at San Francisco 
awaiting shipment. The record of accom- 
plishment was a heartening one and justi- 
fied the optimism which prevailed in Wash- 
ington and in the Philippines over the ca- 
pacity of the Philippine garrison to with- 
stand a Japanese attack. 

the air forces as of 7 December 1941 was 754 offi- 
cers and 6,706 enlisted men. Craven and Cate, 
The Army Air Forces in World War II, I, 1 70. 


Prewar Plans, 
Japanese and American 

By the summer of 1941, as the United 
States was beginning to strengthen the 
Philippines, Japan had reached "the cross- 
roads of her fate." 1 The economic sanc- 
tions imposed by America, Great Britain, 
and the Netherlands had cut her off from 
the strategic materials necessary to support 
the war in China and threatened eventually 
to so weaken the Japanese economy as to 
leave Japan defenseless in a struggle with 
a major power. The leaders of Japan were 
faced with a difficult choice. They could 
either reach agreement with the United 
States by surrendering their ambitions in 
China and southeast Asia, or they could 
seize Dutch and British possessions by force. 

The second course, while it would give 
Japan the natural resources so sorely needed, 
almost certainly meant war with Great Brit- 
ain and the Netherlands. In the view of 
the Japanese planners, the United States 
would also oppose such a course by war, 
even if American territory was not imme- 
diately attacked. Such a war seemed less 
dangerous to Japan in the fall of 1941 than 

1 History of the Army Section, Imperial General 
Headquarters, 1941—45, p. 9. This volume is No. 
72 in the series, Japanese Studies in World War II, 
of which 113 are now available in OCMH in both 
the original and translated versions. Although 
both versions have been used in the preparation of 
this volume, reference throughout is to the trans- 
lated version unless otherwise noted. For a de- 
scr iption of this series see below, The Sources, 
pp. | 595-96.1 

ever before and, if their calculations proved 
correct, the Japanese had an excellent 
chance of success. The British Empire was 
apparently doomed and the menace of Rus- 
sian action had been diminished by the Ger- 
man invasion of that country and by the 
Japanese-Soviet neutrality pact. 

The major obstacles to Japan's expansion 
in southeast Asia was the United States. 
But Japanese strategists were confident they 
could deprive the United States of its west- 
ern Pacific base in the Philippines and neu- 
tralize a large part of its Pacific Fleet at the 
start of the war. In this way they hoped 
to overcome America's potential superiority 
and seize the southern area rapidly. 

The Japanese Plan 

Japanese strategy for a war with the 
United States, Great Britain, and the Neth- 
erlands was apparently developed in about 
six months by Imperial General Headquar- 
ters. 2 Although this strategy was never em- 

* Statement of Lt Gen Masami Maeda, CofS 
14th Army, 7 Mar 50, Allied Translator and In- 
terpreter Section (ATIS), Document 56234, in 
Interrogations of Former Japanese Officers, Phil- 
ippines-Japanese Invasion, Mil Hist Div, GHQ 
Far East Command (FEC) and Supreme Com- 
mander Allied Powers (SCAP), 2 vols., II. Joint 
Statements of Col Takushiro Hattori and Capt 
Sadatoshi Tomioka, chiefs of the Army and Navy 
Operations Sections, respectively, of Imperial GHQ, 

3 May 49, ATIS Doc 50459, and of Lt Gen Shi- 
nichi Tanaka and Col Hattori, 3 May 49, ATIS 
Doc 52361, both in Statements of Japanese Offi- 
cials on World War II, GHQ FEC, Mil Intel Sec, 

4 vols., I, 352-53, IV, 196. 



bodied in one document, it can be recon- 
structed from separate Army and Navy 
plans completed by the beginning of No- 
vember 1941. Thereafter it was modified 
only in minor respects. 3 

Strategic Concepts 

The immediate objective of Japanese 
strategy was the capture of the rich Dutch 
and British possessions in southeast Asia, 
especially Malaya and the Netherlands 
\{Map 1 


To secure these areas 
the Japanese believed it necessary to destroy 
or neutralize the U.S. Pacific Fleet at Pearl 
Harbor, deprive the United States of its 
base in the Philippines, and cut America's 
line of communications across the Pacific 
by the seizure of Wake and Guam. Once 
the coveted area to the south had been Se- 
cured, Japan would occupy strategic posi- 
tions in Asia and in the Pacific and fortify 
them immediately with all the forces avail- 
able, chief reliance being placed on mobile 

3 The plan of operations worked out by Imperial 
GHQ about the middle of November 1941 was 
destroyed by fire. Certificate of Yozo Miyama, 
Chief, Archives Sec, 1st Demobilization Bureau, 
Defense Doc 2726, International Military Tribunal 
for the Far East (IMTFE). 

The description of Japanese strategic concepts 
is derived from the following documents : ( 1 ) 
Central Agreement Between the Japanese Navy 
and Army, (2) The Imperial Navy's Course of 
Action in Operations Against U.S., Great Britain, 
and the Netherlands, (3) Combined Fleet Top 
Secret Operation Order 1, 5 November 1941, and 
(4) Comments of Former Japanese Officers re- 
garding The Fall of the Philippines. The first 
two are reproduced in United States Strategic Bomb- 
ing Survey (USSBS), The Campaigns of the Pa- 
cific War (Washington, 1946), Apps. 13 and 14, 
pp. 43-49; copies of the last two are in OCMH. 
The orders and plans of the Army General Staff 
can be found in Hist Army Sec, Imperial GHQ; 
History of Southern Army 1941-1945, Japanese 
Studies in World War II, No. 21 ; 14th Army Opns, 
2 vols., Japanese Studies in World War II, Nos. 1 
and 2. 

naval and air forces. These positions were 
to form a powerful defensive perimeter 
around the newly acquired southern area, 
the home islands, and the vital shipping 
lanes connecting Japan with its sources of 

The area marked for conquest formed a 
vast triangle, whose east arm stretched from 
the Kuril Islands on the north, through 
Wake, to the Marshall Islands. The base 
of the triangle was formed by a line con- 
necting the Marshall Islands, the Bismarck 
Archipelago, Java, and Sumatra. The 
western arm extended from Malaya and 
southern Burma through Indochina, and 
thence along the China coast. The acqui- 
sition of this island-studded area would give 
to Japan control of the resources of south- 
east , Asia and satisfy the national objec- 
tives in going to war. Perhaps later, if 
all went well, the area of conquest could be 
extended. But there is no evidence that it 
was the intention of the Japanese Govern- 
ment or of the Army and Navy to defeat 
the United States, and so far as is known no 
plan was ever drawn up for that purpose. 
Japan apparently planned to fight a war of 
limited objectives and, having gained what 
it wanted, expected to negotiate for a fa- 
vorable peace. 

Operations to secure these objectives and 
others would begin on the first day of war 
when Japanese military and naval forces 
would go into action simultaneously on 
many fronts. Navy carrier-based aircraft 
would attack Pearl Harbor. Immediately 
after, joint Army and Navy air forces would 
strike American air and naval forces in the 
Philippines, while other Japanese forces hit 
British Malaya. After these simultaneous 
attacks, advance Army units were to be 
landed at various points in Malaya and the 
Philippines to secure air bases and favor- 

I 1, .., 




able positions for further advances. The 
results thus obtained were to be immediate- 
ly exploited by large-scale landings in the 
Philippines and in Malaya and the rapid oc- 
cupation of those areas. At the same time 
Thailand was to be "stabilized," Hong 
Kong seized, and Wake and Guam occu- 
pied. The conquest of the Bismarck Archi- 
pelago would follow the seizure of the last 
two islands. 

The occupation of Java and Sumatra was 
to begin after this initial period. While Java 
was being attacked from the air, Singapore 
was to be taken under fire from the land 
side by Japanese forces moving down the 
Malay Peninsula. Once that fortress was 
reduced these forces were to move on to 
northern Sumatra. Meanwhile, other 
Japanese forces moving southward through 
the Netherlands Indies were to join those 
in Sumatra in the final attack on Java. 

Japanese planners anticipated that cer- 
tain events might require an alteration of 
these plans and accordingly outlined alter- 
native courses of action. The first possi- 
bility was that the Japanese- American nego- 
tiations then in progress would prove suc- 
cessful and make war unnecessary. If this 
unexpected success was achieved all opera- 
tions were to be suspended, even if the final 
order to attack had been issued. 4 The sec- 
ond possibility was that the United States 
might take action before the attack on Pearl 
Harbor by sending elements of the Pacific 
Fleet to the Far East. In that event, the 
Combined Fleet would be deployed to inter- 
cept American naval forces. The attacks 
against the Philippines and Malaya were 
to proceed according to schedule. 

If the Americans or British launched lo- 

cal attacks, Japanese ground forces were 
to meet these while air forces were brought 
into the area to destroy the enemy. These 
local operations were not to interrupt the 
execution of the grand plan. But if the 
United States or Great Britain seized the 
initiative by opening operations first, Jap- 
anese forces were to await orders from Im- 
perial General Headquarters before begin- 
ning their assigned operations. 

The possibility of a Soviet attack or of a 
joint United States-Soviet invasion from 
the north was also considered by the Jap- 
anese planners. If such an attack material- 
ized, operations. against the Philippines and 
Malay would be carried out as planned 
while air units would be immediately trans- 
ferred from the home islands or China to 
destroy Russian air forces in the Far East. 
Ground forces were to be deployed to Man- 
churia at the same time to meet Soviet 
forces on the ground. 

The forces required to execute this am- 
bitious plan were very carefully calculated 
by Imperial General Headquarters. At the 
beginning of December 1941 the total 
strength of the Army was 51 divisions, a 
cavalry group, 59 brigade-size units, and 
an air force of 5 1 air squadrons. In addi- 
tion, there were ten depot divisions in 
Japan. 6 These forces were organized into 
area command s widely scattere d throughout 

the Far East. (See Table 5. ) The largest 

number of divisions was immobilized in 
China and large garrisons were maintained 

4 Hist Army Sec, Imperial GHQ, pp. 10, 15; 14th 
Army Opns, 1, 15. 

" Data on the strength of the Japanese Army and 
Navy are derived from Hist Army Sec, Imperial 
GHQ, p. 30. A mixed brigade at this time con- 
sisted of three to six infantry battalions in addition 
to supporting and service troops. Strength varied 
from 3,000 to 10,000 men. An air regiment was 
generally composed of three squadrons and was the 
basic operational unit in the Japanese Army Air 


Table 5 — Organization and Disposition of Japanese Army, 1 December 1941 




Brigades a 



Imperial GHQ General De- 
fense Command b 

Eastern District Army 

Central District Army 

Western District Army 
Northern District Army 
1st Air Group 

52 Division 

Imperial Guard, 2d, 3d, 51st, 

57th Depot Divisions 
53, 54th Divisions 
4th, 5th, 5 5th Depot Divisions 
6th, 56th Depot Divisions 
7th Division 






Kwantung Army 
3d Army 
4th Army 
5 th Army 
6th Army 
20th Army 
Defense Command 
Air Corps (Directly attached 

2d Air Group 

10th, 28th, 29th Divisions 

9th, 12th Divisions 

1st, 14th, 57th Divisions 

11th, 24th Divisions 

2 3d Division 

8th, 2 5th Divisions 






China Expeditionary Army 
North China Area Army 
1st Army 
1 2 th Army 

Mongolia Garrison Army 
1 1th Army 

13th Army 
23d Army 

1st Air Brigade 

27th, 35th, 110th Divisions 
36th, 37th, 41st Divisions 
17th, 32d Divisions 
26th Division, Cavalry Group 
3d, 6th, 13th, 34th, 39th, 40th 

15th, 22d, 116th Divisions 
38th, 51st, 104th Divisions 
4th Division (at Shanghai un- 
der direct command of Im- 
perial GHQ) 





Korea Army 

19th, 20th Divisions 


Formosa Army 

For the South 

Southern Army 
14th Army 
15th Army 
16th Army 
2 5th Army 

3d Air Group 
5th Air Group 
21st Ind Air Unit 
South Seas Detachment (at 
Bonins under direct com- 
mand of Imperial GHQ) 

2 1st Division 
16th, 48th Divisions 
33d, 5 5th Divisions 
2d Division 

Imperial Guard, 5th, 18th, 
56th Divisions 









a Brigades include all brigade size units, i. e., garrison forces in China and Manchuria, South Seas Det., etc. 

b Command of the General Defense Command over each district army and the 1st Air Army in the Homeland was 
limited to only the matters pertaining to defense of the Homeland. 

• Although the 21st, 33d and 56th Divisions were assigned to the Southern Army, they were still in North China, 
Central China and Kyushu, respectively, on 1 December 41. Their departures from the above areas were 20 January 1942 
13 December 1941 and 16 February 1942, respectively. 56th Division was placed under the command of 25th Army on 
27 November 1941. 

Source: Compiled by the Reports and Statistical Division of the Demobilization Bureau, l4January 1952. 



in Manchuria, Korea, Formosa, Indochina, 
and the home islands. Only a small frac- 
tion of Japan's strength, therefore, was 
available for operations in southeast Asia 
and the Pacific. 

In the execution of this complicated and 
intricate plan, the Japanese planners 
realized, success would depend on careful 
timing and on the closest co-operation be- 
tween Army and Navy forces. No provi- 
sion was made for unified command of the 
services. Instead, separate agreements 
were made between Army and fleet com- 
manders for each operation. These agree- 
ments provided simply for co-operation at 
the time of landing and for the distribution 
of forces. 

The Plan for the Philippines 

The Japanese plan for the occupation of 
the Philippines was but part of the larger 
plan for the Greater East Asia War in 
which the Southern Army was to seize 
Malaya and the Netherlands Indies while 
the Combined Fleet neutralized the U.S. 
Pacific Fleet. The Southern Army was or- 
ganized on 6 November 1941, with Gen. 
Count Hisaichi Terauchi, who had been 
War Minister in 1936, as commander. 
His orders from Imperial General Head- 
quarters were to prepare for operations in 
the event that negotiations with the United 
States failed. Under his command were 
placed the 14th, 15th, 16th and 25th 
Armies, comprising ten divisions and three 
mixed brigades. Southern Army's mission 
in case of war would be to seize American, 
British, and Dutch possessions in the "south- 
ern area" in the shortest time possible. 
Operations against the Philippines and 
British Malaya were to begin simultane- 

ously, on orders from Imperial General 

Southern Army immediately began to 
prepare plans for seizure of the southern 
area. To 14th Army, consisting of the 16th 
and 48th Divisions and the 65th Brigade, 
was assigned the task of taking the Philip- 
pine Islands. The campaign in the East 
Indies was to be under the control of 16th 
Army; the 15th Army would take Thai- 
land. The 25th Army was assigned the 
most important and difficult mission, the 
conquest of Malaya and Singapore, and 
was accordingly given four of the Southern 
Army's ten divisions. Air support for these 
operations was to be provided by two air 
groups and an independent air unit. The 
5th Air Group was assigned to the Philip- 
pine campaign. 7 

Beginning on 10 November a number of 
meetings attended by the senior army and 
navy commanders were held in Tokyo to 
settle various details in the execution of the 
plans. The commanders of the 14th, 16th, 
and 25th Armies, in session with the Pre- 
mier (who was also the War Minister), the 
Army Chief of Staff, and General Terauchi, 
were shown the Imperial General Head- 
quarters operational plans, given an out- 
line of the strategy, and told what their 
missions would be in the event of war. In 
the discussions between Army and Navy 
commanders that followed this meeting a 
few modifications were made in the general 
strategy and the specific operational plans 

* Southern Army Opns, p. 6. The operations 
order given by the commander of the Southern 
Army was destroyed by fire. Certificate of Yozo 
Miyama, 1st Demob Bureau, Defense Doc 2726, 

' Southern Army Opns, pp. 4-6. An air group 
was roughly the equivalent of a U.S. numbered 
air force, and was the largest tactical unit in the 
Japanese Army Air Force at that time. 



were put into final form. 8 On the 20th 
Southern Army published its orders for the 
forthcoming operations, omitting only the 
date when hostilities would start. 

Specific plans for the seizure of the 
Philippine Islands were first developed by 
the Japanese Army's General Staff in the 
fall of 1941. As the plans for the southern 
area were developed, the Philippine plan 
was modified to conform to the larger 
strategy being developed and to release 
some of the forces originally assigned 14th 
Army to other, more critical operations. 
The final plan was completed at the meet- 
ings between the 14th Army commander, 
Lt. Gen. Masaharu Homma, and the com- 
manders of the 5th Air Group (Lt. Gen. 
Hideyoshi Obata), the 3d Fleet (Vice 
Adm. Ibo Takahashi), and the 11th Air 
Fleet (Vice Adm. Nishizo Tsukahara), 
held at Iwakuni in southern Honshu from 
the 13th to the 15th of November. 

The general scheme of operations for 
the Philippine campaign called for simul- 
taneous air attacks starting on X Day, the 
first day of war, against American aircraft 
and installations in the Philippines by the 
5th Air Group (Army) and the 11th Air 
Fleet (Navy). While the air attacks were 
in progress, advance Army and Navy units 
were to land on Batan Island, north of 
Luzon; at three places on Luzon: Aparri, 
Vigan, and Legaspi ; and at Davao in Min- 
danao. The purpose of these landings was 
to seize airfields. The air force was to move 
to these fields as soon as possible and con- 
tinue the destruction of the American air 
and naval forces from these close-in bases. 

'Ibid., pp. 6-8; 14th Army Opns, I, 14. Unless 
otherwise specified, this account of the 14th Army's 
plan for the conquest of the Philippines is taken 
from the 14th Army Opns, I and II. The transla- 
tion has been checked against the original Japanese 
study prepared by the 1st Demob Bureau. 

When the major part of American air 
strength had been eliminated, the main 
force of the 14th Army was to land along 
Lingayen Gulf, north of Manila, while an- 
other force would land at Lamon Bay, south- 
east of the capital. These forces, with close 
air support, were to advance on Manila 
from the north and south. It was expected 
that the decisive engagement of the cam- 
paign would be fought around Manila. 
Once the capital was taken, the islands de- 
fending the entrance to Manila Bay were to 
be captured and Luzon occupied. 

Imperial General Headquarters and 
Southern Army expected General Homma 
to complete his mission in about fifty days; 
at the end of that time, approximately half 
of the 14th Army, as well as the Army and 
Navy air units, were to leave the Philippines 
for operations in the south. 9 The remain- 
ing elements of the 14th Army were then to 
occupy the Visayas and Mindanao as rapid- 
ly as possible. Little difficulty was ex- 
pected in this phase of the operations and 
detailed plans were to be made at the ap- 
propriate time. The Japanese considered 
it essential to the success of Southern Army 
operations to gain complete victory in the 
Philippines before the end of March 1942. 
Forces assigned to the Philippine campaign, 
small as they were, were required in other 
more vital areas. 

The Japanese plan was based on a de- 
tailed knowledge of the Philippine Islands 
and a fairly accurate estimate of American 
and Philippine forces. 10 The Japanese were 
aware that the bulk of the American and 

9 Statement of Col Hattori, 2 Nov 47, ATIS Doc 
49125, Statements of Japanese Officials on World 
War II, GHQ FEC, Mil Intel Sec, IV, 315. 

10 Japanese estimates of the strength and composi- 
tion of the Philippine garrison, military installa- 
tions, terrain, and weather, are discussed in 14th 
Army Opns, I, 5-8, 10-14. 



Philippine forces was on Luzon and that the 
U.S. Army garrison had been increased 
since July 1941 from 12,000 to 22,000. 
Eighty percent of the officers and 40 per- 
cent of the enlisted men were thought to be 
Americans and the rest, Filipinos. Ameri- 
can troops were regarded as good soldiers, 
but inclined to deteriorate physically and 
mentally in a tropical climate. The Fili- 
pino, though inured to the tropics, had little 
endurance or sense of responsibility, the 
Japanese believed, and was markedly in- 
ferior to the American as a soldier. The 
American garrison was correctly supposed 
to be organized into one division, an air 
unit, and a "fortress unit" (Harbor Defenses 
of Manila and Subic Bays). The division 
was mistakenly thought to consist of two 
infantry brigades, a field artillery brigade, 
and supporting services. The Japanese 
knew that Mac Arthur also had one bat- 
talion of fifty-four tanks — which was true 
at that time — and believed that there was 
also an antitank battalion in the Islands. 
The harbor defenses were known to consist 
of four coast artillery regiments, including 
one antiaircraft regiment. 

The Japanese estimated that the Ameri- 
can air force in the Philippines was com- 
posed of one pursuit regiment of 108 planes, 
one bombardment regiment of about 38 
planes, one pursuit squadron of 27 planes, 
and two reconnaissance squadrons of 13 
planes. American aircraft were based on 
two major fields on Luzon, the Japanese be- 
lieved. They placed the pursuit group at 
Nichols Field, in the suburbs of Manila, and 
the bombers at Clark Field. Other fields 
on Luzon were thought to base a total of 
20 planes. The Japanese placed 52 Navy 
patrol and carrier-based fighter planes at 
Cavite and 18 PBY's at Olongapo. 

The strength of the Philippine Army and 
the Constabulary, the Japanese estimated, 
was 1 10,000 men. This strength, they 
thought, would be increased to 125,000 by 
December. The bulk of the Philippine 
Army, organized into ten divisions, was 
known to consist mostly of infantry with 
only a few engineer and artillery units. This 
army was considered very much inferior to 
the U.S. Regular Army in equipment, 
training, and fighting qualities. 

Though they had a good picture of the 
defending force, Japanese knowledge of 
American defense plans was faulty. They 
expected that the Philippine garrison would 
make its last stand around Manila and when 
defeated there would scatter and be easily 
mopped up. No preparation was made for 
an American withdrawal to the Bataan 
peninsula. In October, at a meeting of the 
14th Army staff officers in Tokyo, Homma's 
chief of staff, Lt. Gen. Masami Maeda, had 
raised the possibility of a withdrawal to 
Bataan. Despite his protests, the subject 
was quickly dropped. 11 Staff officers of the 

"Interrog of Gen Maeda, 10 May 47, Mil Hist 
Div, GHQ FEC ; statement of Gen Maeda, 2 Mar 
50, ATIS Doc 56234; statement of Lt Col Yoshio 
Nakajima, 6 Feb 50, ATIS Doc 56349 ; statement 
of Lt Col Monjiro Akiyama, 2 Mar 50, ATIS Doc 
56232; statement of Lt Col Hikaru Haba, 2 Mar 
50, ATIS Doc 56233; statement of Col Motoo Na- 
kayama, 21 Mar 50, ATIS Doc 56640. Colonel 
Nakajima was, at the beginning of the Philippine 
Campaign, Intelligence Officer, 14th Army, and 
subsequently its Operations Officer. When Colo- 
nel Nakajima was made Operations Officer, Colo- 
nel Haba, formerly Assistant Intelligence Officer, 
14th Army, was promoted to Intelligence Officer. 
Colonel Akiyama was 14th Army Air Officer, and 
Colonel Nakayama, Senior Operations Officer, 14th 
Army. Copies of these ATIS documents and in- 
terrogations are in Interrogations of Former Jap- 
anese Officers, Mil Hist Div, GHQ FEC, I and II. 



48th Division also claimed to have discussed 
the question of Bataan before the division 
embarked at Formosa. The consensus then 
was that while resistance could be expected 
before Manila and on Corregidor, Bataan 
"being a simple, outlying position, would 
fall quickly." 12 

The Japanese originally planned to as- 
sign to the Philippine campaign six bat- 
talions for the advance landings, two full 
divisions for the main landings, and sup- 
porting troops. So meager were the forces 
available to Southern Army that General 
Homma was finally allotted for the entire 
operation only 2 divisions, the 16th and 
48th. Supporting troops included 2 tank 
regiments, 2 regiments and 1 battalion of 
medium artillery, 3 engineer regiments, 5 
antiaircraft battalions, and a large number 
of service units. Once Luzon had been 
secured, most of the air units and the 48th 
Division, as well as other units, were to be 
transferred to the Indies and Malaya. At 
that time Homma would receive the 65th 
Brigade to mop up remaining resistance and 
to garrison Luzon. The 16th Division 
would then move south and occupy the Vis- 
ayas and Mindanao. 

The 14th Army commander had also 
counted on having the support of a joint 
Army and Navy air force of 600 planes. 
But one of the two air brigades of the 5th Air 
Group and some of the naval air units 
originally destined for the Philippines were 
transferred to other operations. The addi- 
tion of the 24th Air Regiment to the 5th 
Air Group at the last moment brought the 
combined air and naval strength committed 

a Statement of Col Moriji Kawagoe, Cof S 48th 
Div, 9 Mar 50, AXIS Doc 56354; statement of 
Maj Makoto Nakahara, Opns Officer, 48th Div, 13 
Mar 50, ATIS Doc 56372, ibid. 

to the Philippine campaign to about 500 
combat aircraft. 

Air and Naval Plans 

Air operations against the Philippines 
would begin on the morning of X Day when 
planes of the Army's 5th Air Group and the 
Navy's 11th Air Fleet, would strike Amer- 
ican air forces on Luzon. These attacks 
would continue until American air strength 
had been destroyed . For reasons of security, 
there was to be no aerial or submarine recon- 
naissance before the attack, except for high- 
altitude aerial photographs of landing 
sites. 13 

By arrangement between the Japanese 
Army and Navy commanders, Army air 
units were to operate north of the 16th de- 
gree of latitude, a line stretching across 
Luzon from Lingayen on the west coast to 
the San Ildefonso Peninsula on the east. 
Naval air units were made responsible for 
the area south of this line, which included 
Clark Field, the vital Manila area, Cavite, 
and the harbor defenses. This line was 
determined by the range of Army and 
Navy aircraft. The Navy Zero fighters 
had the longer range and were therefore 
assigned missions in the Manila area. Car- 
rier planes of the 4th Carrier Division, 
originally based at Palau, were to provide 

u The material on naval plans is taken from 
Naval Operations in the Invasion of the Philip- 
pines, Japanese Studies in World War II, No. 13, 
2d Demob Bureau, pp. 1-6. Like other studies in 
this series, it is filed in OCMH and has been 
checked against the original. Morison, Rising Sun 
in the Pacific, pp. 161-63, is useful for the organi- 
zation of Japan's naval forces. See also Combined 
Fleet Top Secret Operations Order 1, in Pearl 
Harbor Attack Hearings, Part 13, Exhibit 8, pp. 



air support for the landings at Davao and 

Once the advance units of 14th Army had 
landed and secured airfields, the main force 
of the 5th Air Group was to move up to the 
fields at Aparri, Laoag, and Vigan, while 
naval air units would base on the fields at 
Legaspi and Davao. The airfield near 
Aparri was mistakenly believed to be suit- 
able for heavy bombers and the bulk of the 
5th Air Group was ordered there. It was 
anticipated that the forward displacement 
of the air forces would be completed by the 
sixth or seventh day of operations. During 
this week a naval task force from the 3d 
Fleet was to provide protection for the con- 
voys and carry out antisubmarine measures 
in the Formosa area and in Philippine 

Naval surface forces assigned to the 
Philippines operations were under the 3d 
Fleet. This fleet, commanded by Admiral 
Takahashi, was primarily an amphibious 
force with supporting cruisers and destroy- 
ers. Its principal mission was to support 
the landings in the Philippines by mine- 
laying, reconnaissance, escorting the troops 
during the voyage to the targets, and pro- 
tecting them during landing operations. 
No provisions was made for surface bomb- 
ardment of shore objectives, presumably in 
the interests of secrecy. 15 

Because of the many landings to be made 
at widely scattered points in the Philippine 
archipelago it was necessary to organize 

"The 11th Air Fleet had originally planned to 
use carrier-based fighters to neutralize southern 
Luzon, but the pilots trained for this mission were 
transferred with their planes to the Pearl Harbor 
operation. During the fall of 1941 the improve- 
ment of the Zero fighters and the rapid advance- 
ment in pilot training made it possible to utilize 
land-based fighters on Formosa for long-distance 
sorties against Luzon. 

" Morison, Rising Sun in the Pacific, p. 166. 

the 3d Fleet into numerous special task 
forces. For the landing on Batan Island 
the Third Surprise Attack Force of 1 des- 
troyer, 4 torpedo boats, and other small 
craft was organized. The naval escort for 
the landing of the advance units on Luzon 
consisted of the First, Second, and Fourth 
Surprise Attack Force, each composed of 1 
light cruiser, 6 or 7 destroyers, transports, 
and other auxiliary craft. The Legaspi 
Force (Fourth Surprise Attack Force) was 
to be staged at Palau, and since it could not 
be supported by the planes of the 11th Air 
Fleet it included the South Philippines Sup- 
port Force, comprising the 4th Carrier Di- 
vision and 2 seaplane carriers with 20 
planes each. The units landing at Davao 
were to be covered by this same force. 

To support the main landings Admiral 
Takahashi created the Close Cover Force, 
which he commanded directly, composed 
of 1 light and 2 heavy cruisers, and 2 con- 
verted seaplane tenders. Two battleships 
and 3 heavy cruisers from Vice Adm. No- 
butake Kondo's 2d Fleet, then operating in 
Malayan and East Indian waters, were also 
to support the landings, which would be 
additionally supported by 3 of the escort 
groups. The Lamon Bay Attack Group, 
in addition to 1 light cruiser and 6 destroy- 
ers, included 6 converted gunboats and 1 
battalion of naval troops. 

Concentration of Forces 

Early in November the forces assigned to 
the Philippine campaign began to move to 
their designated jump-off points. The 5th 
Air Group arrived in southern Formosa 
from Manchuria during the latter part of 
the month. On 23 November two of the 
advance detachments stationed in For- 
mosa boarded ship at Takao and sailed to 
Mako in the Pescadores. Between 27 



November and 6 December the 48th Divi- 
sion (less detachments) concentrated at 
Mako, Takoa, and Kirun, and made final 
preparations for the coming invasion. The 
first units of the 16th Division sailed from 
Nagoya in Japan on 20 November, fol- 
lowed five days later by the remainder of 
the division. Part of this division concen- 
trated at Palau and the main body at 
Amami Oshima in the Ryukyus. On 1 
December, when General Homma estab- 
lished his command post at Takao, he re- 
ceived final instructions from Southern 
Army. Operations would begin on 8 
December (Tokyo time). 

The Plan of Defense 

Plans for the defense of the Philippine 
Islands had been in existence for many 
years when General MacArthur returned 
to active duty. The latest revision of these 
plans, completed in April 1941 and called 
War Plan Orange-3 (WPO-3), was 
based on the joint Army-Navy Orange 
plan of 1938, one of the many "color" plans 
developed during the prewar years. Each 
color plan dealt with a different situation, 
Orange covering an emergency in which 
only the United States and Japan would be 
involved. In this sense, the plan was strate- 
gically unrealistic and completely outdated 
by 1941. Tactically, however, the plan was 
an excellent one and its provisions for de- 
fense were applicable under any local 
situation. 16 

11 Unless otherwise noted, this section is based 
on the Philippine Department Plan Orange, 1940 
Revision. (Short title: HPD WPO-3), AG 326. 
The author has also had the benefit of conversa- 
tions with the Philippine Department Commander, 
General Grunert, with Generals Sutherland and 
Marshall, and with various division commanders 
and staff officers who participated in the planning 
and execution of the plan. 


In War Plan Orange it was assumed 
that the Japanese attack would come with- 
out a declaration of war and with less than 
forty-eight hours' warning so that it would 
not be possible to provide reinforcements 
from the United States for some time. The 
defense would therefore have to be con- 
ducted entirely by the military and naval 
forces already in the Philippines, supported 
by such forces as were available locally. 
The last category included any organized 
elements of the Philippine Army which 
might be inducted into the service of the 
United States under the Tydings-McDuffie 

An analysis of Japanese capabilities, as of 
1 July 1940, led the Philippine Department 
planners to believe that the enemy would 
send an expedition of about 1 00,000 men to 
capture Manila and its harbor defenses in 
order to occupy the Philippines, sever the 
American line of communications, and 
deny the United States a naval base in the 
Far East. It was expected that this opera- 
tion would be undertaken with the great- 
est secrecy and that it would precede or 
coincide with a declaration of war. The 
garrison therefore could expect litde or no 
warning. The attack would probably come 
during the dry season, shortly after the rice 
crop was harvested, in December or Janu- 
ary. The enemy was assumed to have ex- 
tensive knowledge of the terrain and of 
American strength and dispositions, and 
would probably be assisted by the 30,000 
Japanese in the Islands. 

Army planners in the Philippines ex- 
pected the Japanese to make their major 
attack against the island of Luzon and to 
employ strong ground forces with heavy air 
and naval support. They would probably 



land in many places simultaneously in order 
to spread thin the defending forces and as- 
sure the success of at least one of the land- 
ings. Secondary landings or feints were 
also expected. It was considered possible 
that the Japanese might attempt in a sur- 
prise move to seize the harbor defenses with 
a small force at the opening of hostilities. 
Enemy air operations would consist of long- 
range reconnaissance and bombardment, 
probably coming without warning and co- 
ordinated with the landings. The Japan- 
ese would probably also attempt to establish 
air bases on Luzon very early in the cam- 
paign in order to destroy American air 
power and bomb military installations. 

Under WPO-3 the mission of the Philip- 
pine garrison was to hold the entrance to 
Manila Bay and deny its use to Japanese 
naval forces. There was no intention that 
American troops should fight anywhere but 
in central Luzon. U.S. Army forces, con- 
stituting the Initial Protective Force, had 
the main task of preventing enemy land- 
ings. Failing in this, they were to defeat 
those forces which succeeded in landing. 
If, despite these attempts, the enemy proved 
successful, the Initial Protective Force was 
to engage in delaying action but not at the 
expense of the primary mission, the defense 
of Manila Bay. Every attempt was to be 
made to hold back the Japanese advance 
while withdrawing to the Bataan peninsula. 
Bataan was recognized as the key to the con- 
trol of Manila Bay, and it was to be de- 
fended to the "last extremity." 

To reinforce the Initial Protective Force, 
Philippine Army units were to be mobilized 
immediately upon the outbreak of war and 
would be ready to participate in the de- 
fense of Bataan. If used as anticipated in 
WPO-3, which was prepared before July 

1941, the Philippine Army would be under 
the command of the Philippine Department 
commander and would be utilized to defend 
Manila Bay. The plan did not contem- 
plate using Philippine Army units for the 
defense of the entire archipelago. 

WPO-3 divided Luzon, the principal 
theater of operations, into six sectors with 
a mobile reserve. Detailed plans for the 
defense of each sector were made by the 
sector commanders. The commander of the 
Philippine Division, the only U.S. Army 
division in the Philippines, in addition to 
conducting operations in the sector or sec- 
tors assigned to him, was to organize the 
defenses of Bataan and to command opera- 
tions there if necessary. 

Air support was to be provided by the 4th 
Composite Group, the predecessor of the 
Far East Air Force. This group was to ob- 
tain information of enemy location, strength, 
and disposition by continuous reconnais- 
sance, attack the Japanese whenever con- 
ditions were favorable, and support ground 
operations. In order to keep this air force 
in operation as long as possible, its planes 
were to be employed "conservatively" and 
every effort was to be made to supplement 
the strength of the group by taking over the 
Philippine Army Air Corps and commercial 

The navy was to set up defensive coastal 
areas at the entrances to Manila and Subic 
Bays. At the first sign of an attack a de- 
fensive area was to be set up around Ma- 
nila to control all shipping and a patrol sys- 
tem established for Manila and Subic Bays. 
The Army, through the Department quar- 
termaster, would control all shore facili- 
ties at the port of Manila. 

The supply plan in WPO— 3 was a com- 
plicated one. Provision had to be made to 



supply the six sectors during the initial phase 
of operations and to withdraw supplies into 
Bataan where a base would be established to 
support a prolonged defense. Supply offi- 
cers estimated that they would probably re- 
quire enough supplies for 31,000 men (the 
Bataan Defense Force) — later raised to 40,- 
000 men — to last 180 days. The defense 
reserve already on hand, except for am- 
munition, was considered by the planners 
sufficient to supply such a force for the 
period required in a defensive situation. 
The bulk of the supplies was stored in the 
Manila area which lacked adequate protec- 
tion from attacking aircraft. In the event 
it became necessary to move the supplies to 
Corregidor and Bataan, the enemy would 
have to be delayed long enough to carry out 
this operation. 

Prior to the start of operations on Bataan, 
supplies were to be moved rapidly to the 
peninsula. At the same time the Corregi- 
dor reserves, set first at a 6-month supply 
for 7,000 men and then for 10,000 men, 
were to be brought up to the authorized al- 
lotment. Philippine Department depots 
and installations in the Manila area were 
to be maintained just as long as the tac- 
tical situation permitted. Depots at Fort 
Stotsenburg, Fort William McKinley, Tar- 
lac, San Fernando, Manila, and elsewhere 
would supply the various sectors. A Bataan 
Service Area was to be established, initial- 
ly to assist in organizing the final defense 
positions and ultimately to supply the en- 
tire force after it had withdrawn to Bataan 
for the last stand. All stocks in the De- 
partment, except those of the Harbor De- 
fenses of Manila and Subic Bays, would 
eventually be transferred to Bataan. 

Plans for local procurement included the 
exploitation of the Manila area with its 

commercial warehouses, factories, and 
transportation facilities. Procurement dis- 
tricts, coinciding roughly with the sector 
boundaries, would be established later. 

Troops would take the field with two 
days of Class I supplies ( rations ) , one emer- 
gency ration, and two days of fire. Class 
I and III supplies (gasoline and lubricants) 
would be issued automatically thereafter at 
rail or navigation heads; Class II, IV, and 
V supplies (clothing, construction and other 
heavy equipment, and ammunition) would 
be requisitioned from depots as needed. 
The issue of supplies to Philippine Army 
units would depend upon the speed with 
which they were mobilized and their loca- 

The transportation of troops and equip- 
ment, the planners realised, would be a dif- 
ficult problem. There was a large number 
of passenger buses on Luzon, centrally or- 
ganized and operated. The 4,000 trucks 
on the island were of varying type, size, and 
condition and were mainly individually 
owned. Passenger buses were to be re- 
quisitioned immediately by the Army for 
use as personnel carriers. Since it would 
take longer to requisition trucks, cargo re- 
quirements were to be kept to an absolute 
minimum. In the initial move by the mo- 
bile forces toward the threatened beaches, 
litde difficulty was expected with motor 
transportation. Later, as supply require- 
ments rose and as troops moved back to- 
ward Bataan (if the enemy could not be re- 
pelled at the beaches) , motor pools were to 
be formed. When Philippine Army units 
were mobilized the drain on the motor trans- 
port services was expected to increase 
greatly since these units had no organic 
motor transportation. 

Nothing was said in WPO-3 about what 



was to happen after the defenses on Bataan 
crumbled. Presumably by that time, esti- 
mated at six months, the U.S. Pacific Fleet 
would have fought its way across the Pacific, 
won a victory over the Combined Fleet, and 
made secure the line of communications. 
The men and supplies collected on the west 
coast during that time would then begin to 
reach the Philippines in a steady stream. 
The Philippine garrison, thus reinforced, 
could then counterattack and drive the 
enemy into the sea. 

Actually, no one in a position of authority 
at that time (April 1941 ) believed that any- 
thing like this would happen. Informed 
naval opinion estimated that it would re- 
quire at least two years for the Pacific Fleet 
to fight its way across the Pacific. There 
was no plan to concentrate men and sup- 
plies on the west coast and no schedule for 
their movement to the Philippines. Army 
planners in early 1941 believed that at the 
end of six months, if not sooner, supplies 
would be exhausted and the garrison would 
go down in defeat. WPO-3 did not say 
this; instead it said nothing at all. And 
everyone hoped that when the time came 
something could be done, some plan im- 
provised to relieve or rescue the men 
stranded 7,000 miles across the Pacific. 17 

The Mac Arthur Plan 

'General Mac Arthur had the answer to 
those who saw no way out of the difficulty 
in the Philippines. The defeatist and de- 
fensive WPO— 3 was to be transformed into 
an aggressive plan whose object would be 
the defeat of any enemy that attempted the 

" Louis Morton, "American and Allied Strategy 
in the Far East," Military Review, XXIX (Decem- 
ber 1949), 22-40. 

conquest of the Philippines. An optimist 
by nature, with implicit faith in the Philip- 
pine people, MacArthur was able to inspire 
the confidence and loyalty of his associates 
and staff. His optimism was contagious 
and infected the highest officials in the War 
Department and the government. By the 
fall of 1941 there was a firm conviction in 
Washington and in the Philippines that, 
given sufficient time, a Japanese attack 
could be successfully resisted. 

In pressing for a more aggressive plan, 
enlarged in scope to include the entire archi- 
pelago, MacArthur could rely on having a 
far stronger force than any of his prede- 
cessors. His growing air force included by 
the end of November 1941 thirty-five B-17's 
and almost 100 fighters of the latest type. 
Many more were on their way. The per- 
formance of the heavy bombers in early 
1 941 justified the hope that the South China 
Sea would be successfully blockaded by air 
and that the Islands could be made a "self- 
sustaining fortress." 18 

MacArthur could also count on the Phil- 
ippine Army's ten reserve divisions, then 
being mobilized and trained, and one regu- 
lar division. During his term as Military 
Advisor, he had worked out the general 
concept of his strategy as well as detailed 
plans for the use of this national army. As 
commander of U.S. Army Forces in the 
Far East he could plan on the use of the 
regular U.S. Army garrison as well as the 
Philippine Army. He was in an excellent 
position, therefore, to persuade the War 
Department to approve his own concepts for 
the defense of the Philippines. 

Almost from the date of his assumption 
of command, MacArthur began to think 
about replacing WPO-3 with a new 

11 Stimson and Bundy, On Active Service, p. 388. 



plan. 19 From the first, as is evident from 
his establishment of the Philippine Coast 
Artillery Command, he apparently intended 
to defend the inland seas and the entrances 
to Manila and Subic Bays. By September 
his plans had progressed sufficiently to en- 
able him to inform General Wainwright of 
his intention to reorganize the forces in the 
Philippines and to give that officer his 
choice of commands. 20 

The opportunity to request a change in 
plans for the defense of the Philippines 
came in October, after MacArthur received 
a copy of the new war plan, Rainbow 5, 
prepared by the Joint Board some months 
earlier. This plan, which was world-wide 
in its provisions and conformed to arrange- 
ments with the British staff, called for a 
defensive strategy in the Pacific and Far 
East and recognized Germany as the main 
enemy in the event of a war with the Axis. 
Based on the assumption that the United 
States would be at war with more than one 
nation and would be allied with Great 
Britain, Rainbow accepted implicitly the 
loss of the Philippines, Wake, and Guam. 
Like Orange, it assigned Army and Navy 
forces in the Philippines the mission of 
defending the Philippine Coastal Frontier, 
defined as those land and sea areas which 
it would be necessary to hold in order to 
defend Manila and Subic Bays. Also, as 
in Orange, the defense was to be con- 
ducted entirely by Army and Navy forces 
already in the Philippines, augmented by 

"Interv, author with Col Diller, 20 May 49. 
Wainwright mentions also that as Philippine Di- 
vision commander he worked during May, June, 
and July 1941 to secure revisions of WPO-3. 
General Jonathan M. Wainwright, General Wain- 
Wright's Story, the Account of Four Years of Hu- 
miliating Defeat, Surrender, and Captivity (New 
York: Doubleday & Company, Inc., 1946), p. 10. 

m Wainwright, General Wainwright's Story, 
p. 21. 

such local forces as were available. 21 No 
reinforcements could be expected. 

MacArthur immediately objected to 
those provisions of Rainbow relating to the 
Philippines and called for the revision of 
the plan on the ground that it failed to rec- 
ognize either the creation of a high com- 
mand for the Far East or the mobilization 
of the Philippine Army. In a strong letter 
to the War Department on 1 October, the 
former Chief of Staff pointed out that he 
would soon have a force of approximately 
200,000 men organized into eleven divi- 
sions with corresponding corps and army 
troops, as well as a strengthened air force. 
There could be no adequate defense of 
Manila Bay or of Luzon, he said, if an ene- 
my was to be allowed to land and secure 
control of any of the southern islands. 
With the "wide scope of possible enemy 
operations, especially aviation," he thought 
such landings possible. He urged, there- 
fore, that the "citadel type defense" of 
Manila Bay provided in the Orange and 
Rainbow plans be changed to an active de- 
fense of all the islands in the Philippines. 
"The strength and composition of the de- 
fense forces projected here," General Mac- 
Arthur asserted, "are believed to be suffi- 
cient to accomplish such a mission." 42 

The reply from Washington came 
promptly. On the 18th General Marshall 
informed MacArthur that a revision of the 
Army mission had been drafted in the War 
Department and was then awaiting action 
by the Joint Board, "with approval ex- 

a Joint Army and Navy Basic War Plan Rain- 
bow 5, Joint Board (JB) 325, Serial 642-5, OPD 
Reg Doc. 

"Ltr, MacArthur to TAG, 1 Oct 41, sub: Opns 
Plan R-5, WPD 4178-18. MacArthur repeated 
the same request, in virtually the same language, in 
a personal letter to Marshall on 28 October 1951, 
WPD 4477-2. 

GENERAL MAC ARTHUR with Maj, Gen. Jonathan M, Wainwright on 10 
October 1941. 



pected within the next ten days." Mac- 
Arthur's recommendation that the Philip- 
pine Coastal Frontier be redefined to 
include all the islands in the archipelago, 
Marshall continued, would also be pre- 
sented to the Joint Board for approval. 
The assignment of a broader mission than 
that contained in Rainbow, Marshall ex- 
plained, was made possible because of the 
increased importance of the Philippines "as 
a result of the alignment of Japan with the 
Axis, followed by the outbreak of war be- 
tween Germany and Russia." 23 General 
Marshall took advantage of the fact that 
Brereton was just then leaving for the Far 
East to send his reply to MacArthur by 
personal courier. 

Brereton arrived in Manila on 3 Novem- 
ber and was warmly greeted by his com- 
mander in chief. After reading Marshall's 
note, MacArthur, in Brereton's words, 
"acted like a small boy who had been 
told that he is going to get a holiday from 
school." He jumped up from his desk, 
threw his arms around Brereton and ex- 
claimed, "Lewis, you are just as welcome 
as the flowers in May." Turning to his 
chief of staff, General Sutherland, he said, 
"Dick, they are going to give us everything 
we have asked for." 24 

With this notice that his plans would soon 
be approved by the Joint Board, Mac- 
Arthur immediately organized his forces to 
execute the larger mission. On 4 November 
he formally established the North and South 
Luzon Forces, and the Visayan-Mindanao 
Force, all of which had actually been in 
existence for several months already. 25 

Approval by the Joint Board of the 

"Memo, Marshall for MacArthur, 18 Oct 41, 
sub: USAFFE, WPD 4175-18. 
24 Brereton, Diaries, p. 19. 
" USAFFE-USFIP Rpt of Opns, p. 15. 

Rainbow revisions requested by MacAr- 
thur was forwarded from Washington on 
2 1 November. In the accompanying letter, 
General Marshall made the significant ob- 
servation that air reinforcements to the 
Philippines had "modified that conception 
[purely defensive operations] of Army ac- 
tion in this area to include strong air opera- 
tions in the furtherance of the strategic 
defensive." 26 He also told MacArthur to 
go ahead with his plans "on the basis of 
your interpretation of the basic war plan." 

In the revised joint Rainbow plan, the 
Philippine Coastal Frontier, which had been 
defined as consisting of Luzon and the land 
and sea areas necessary to defend that 
island, was redefined to include "all the 
land and sea areas necessary for the defense 
of the Philippine Archipelago." 27 In effect, 
this gave MacArthur authority to defend 
all of the Philippine Islands. 

The Army task originally assigned in 
Rainbow was simply to defend the coastal 
frontier. The November revision not only 
enlarged the coastal frontier but gave Mac- 
Arthur the following additional tasks: 

1. Support the Navy in raiding Japanese 
sea communications and destroying Axis 

2. Conduct air raids against Japanese 
forces and installations within tactical operat- 
ing radius of available bases. 

3. Co-operate with the Associated Powers 
in the defense of the territories of these 
Powers in accordance with approved policies 
and agreements. 28 

"Ltr, CofS to CG USAFFE, 21 Nov 41, sub: 
U.S.-British Co-operation in the Far East, WPD 
4402-112. The first draft of this letter used the 
phrase "strong offensive air action" in the place of 
"strong air operations in the furtherance of the 
strategic defensive." 

21 Ibid., incl, extract copy of Changes in Joint 
Army and Navy Basic War Plan, Rainbow 5. 



MAP 2 



It also provided specifically for a defense 
reserve for 180 days, instead of the 90-day 
level originally granted to General Grunert. 
These additional tasks recognized the exist- 
ence of an effective air force in the Philip- 
pines capable of striking at Japanese lines of 
communications and bases, such as For- 
mosa, and the fact that the Philippine Army 
had been inducted into federal service by 
including it with forces available to accom- 
plish the tasks assigned. 

Once his plan to defend all of the islands 
had been approved, General MacArthur 
was able, on 3 December, to define the mis- 
sions of the four major tactical commands 


(Map 2 

created a month earlier, 
North Luzon Force, which had been under 
the command of Brig. Gen. Edward P. 
King, Jr., from 3 to 28 November, now 
came under General Wainwright. This 
force had responsibility for the most critical 
sector in the Philippines, including part of 
the central plains area, Lingayen Gulf, the 
Zambales coast, and the Bataan peninsula. 
General Wainwright was instructed to pro- 
tect airfields and prevent hostile landings 
in his area, particularly at those points open- 
ing into the central plains and the road net 
leading to Manila. In case of a successful 
landing the enemy was to be destroyed. In 
contrast to WPO— 3, which provided for a 
withdrawal to Bataan, MacArthur's plan 
stated there was to be "no withdrawal from 
beach positions." The beaches were to "be 
held at all costs." 29 

Immediately on receipt of these instruc- 
tions General Wainwright was to prepare 
detailed plans to execute his mission. Front- 

29 Ltr Order, CG USAFFE to CG North Luzon 
Force (NLF), 3 Dec 41, sub: Defense of Phil, AG 
381 (12-3-41) Phil Reds. Brig. Gen. Maxon S. 
Lough assumed command of the Philippine Division 
when General Wainwright transferred to North 
Luzon Force. 

line units were to make a reconnaissance of 
their sectors and emplace their weapons. 
Positions four hours distant from the front 
lines were to be selected for the assembly of 

On 3 December, when Wainwright re- 
ceived his mission, his North Luzon Force 
consisted of three Philippine Army divi- 
sions — the 11th, 21st, and 31st — the 26th 
Cavalry (PS), one battalion of the 45th 
Infantry (PS) on Bataan, two batteries of 
155-mm. guns, and one battery of 2.95- 
inch mountain guns. The 71st Division 
(PA), though assigned to North Luzon 
Force, could be committed only on the au- 
thority of USAFFE. Wainwright was 
promised additional troops when they ar- 
rived from the United States or were mo- 
bilized by the Philippine Army. 

The South Luzon Force, under Brig. 
Gen. George M. Parker, Jr., was assigned 
the area generally south and east of Manila. 
Like the force to the north, it was to protect 
the airfields in its sector and prevent hostile 
landings. General Parker was also enjoined 
to hold the beaches at all costs. The South 
Luzon Force was much smaller than that 
in the north. It consisted initially of only 
two Philippine Army divisions, the 4 1 st and 
51st, and a battery of field artillery. Addi- 
tional units were to be assigned at a later 
date when they became available. 30 

The Visayan-Mindanao Force under 
Brig. Gen. William F. Sharp was charged 
with the defense of the rest of the archipel- 
ago. Its primary mission was to protect 
the airfields to be built in the Visayas; its 
secondary mission was to "prevent landings 
of hostile raiding parties, paying particular 
attention to the cities and essential public 
utilities." Since landings in force south of 

M Ltr Order, CG USAFFE to CG SLF, 3 Dec 41, 
sub: Defense of Phil, AG 381 (12-3-41) Phil Reds. 


Table 6 — Assignment of Forces, USAFFE, 3 December 1941 


Troop Assignment 

U.S. Army 

Philippine Army 

North Luzon Force 

Force Hq and Hq Co (U.S.) 
26th Cavalry (PS) 
One bn, 45th Inf (PS) 
Btry A, 23d FA (Pk) (PS) 
Btrys B and C, 86th FA (PS) 
66th QM Troop (Pk) (PS) 

1 1th Division 
21st Division 
31st Division 
71st Division (used as di- 
rected by USAFFE) 

South Luzon Force 

Force Hq and Hq Co (U.S.) 

Hq and Hq Btry, Btry A, 86th FA (PS) 

41st Division 
51st Division 

Visayan-Mindanao Force 

Force Hq and Hq Co (PS) 

6 1st Division 
81st Division 
101st Division 

Reserve Force 

Hq, Philippine Dept 
Philippine Division (less one bn) 
86th FA (PS) less dets 
Far East Air Force 

91st Division 

Hq, Philippine Army 

Harbor Defenses 

59th CA (U.S.) 
60th CA (AA) (U.S.) 
91st C A (PS) 
92 d CA (PS) 

200th CA (U.S.), assigned to PCAC 

Source: Ltr Orders, CG USAFFE to CG NLF, SLF, V-MF. 3 Dec 41, AG 381 (12-3-41) Phil Reds; USAFFE-USFIP 
Rpt of Opns, pp. 17-18. 

Luzon would not have had any decisive re- 
sults, no mention was made of the necessity 
of holding the beaches. 31 

The Visayan-Mindanao sector would also 
include the coastal defenses of the inland 
seas when these were completed and Gen- 
eral Sharp was to provide protection for 
these as well. One battalion of the force 
was to be prepared to move to Del Monte 
in Mindanao with the mission of guarding 
the recently completed bomber base there. 

" Ltr Order, CG USAFFE to CG V-MF, 3 Dec 
41, sub: Defense of Phil, AG 381 (12-3-41) Phil 

No American or Philippine Scout troops 
were assigned to the Visayan-Mindanao 
Force, except those in headquarters. For 
the rest, the force consisted of the 61st, 81st, 
and 101st Divisions, all Philippine Army. 
(See Table 6.) 

On Luzon, between the North and South 
Luzon Forces was the reserve area, includ- 
ing the city of Manila and the heavily con- 
gested area just to the north. This area was 
directly under the control of MacArthur's 
headquarters and contained the Philippine 
Division (less one battalion), the 91st Di- 
vision (PA) , the 86th Field Artillery (PS), 



the Far East Air Force, and the headquar- 
ters of the Philippine Department and the 
Philippine Army. The defense of the en- 
trance to Manila and Subic Bays was left, 
as it always had been, to Gen. Moore's Har- 
bor Defenses augmented by the Philippine 
Coast Artillery Command. 32 

During the last few months of 1941 the 
training of both U.S. Army and Philippine 
Army units progressed at an accelerated 
pace. The strength of the Scouts, an elite 
organization with a high esprit de corps, had 
been brought up to its authorized strength 
of 12,000 quickly. Membership in Scout 
units was considered a high honor by Fil- 
ipinos and the strictest standards were fol- 
lowed in selection. To provide the training 
for the new Scout units, as well as Philip- 
pine Army units, a large number of officers 
was authorized for USAFFE. By the fall of 
1941 they began to arrive in Manila. 
Training of U.S. Army units was also in- 
tensified during this period. By the begin- 
ning of December, General Wainwright 
later wrote, "the American and Philippine 
Scout organizations were fit, trained in com- 
bat principles and ready to take the field in 
any emergency." The omission of Philip- 
pine Army units is significant. 83 

The Last Days of Peace 

Already there had been warnings of an 
approaching crisis. On 24 November the 
Pacific and Asiatic Fleet commanders had 
been told that the prospects for an agree- 
ment with Japan were slight and that Jap- 
anese troop movements indicated that "a 
surprise aggressive movement in any direc- 

3! USAFFE-USFIP Rpt of Opns, pp. 17-18; Ltr 
Order, CG USAFFE to CG Phil Div, 6 Dec 41, 
sub: Movement Plans, AG 381 (12-3-41) Phil 

13 USAFFE-USFIP Rpt of Opns, p. 26. 

tion, including attack on Philippines or 
Guam was a possibility. 34 Three days later 
a stronger message, which the War Depart- 
ment considered a "final alert," went out to 
Hawaii and the Philippines. The Army 
commanders, MacArthur and Lt. Gen. 
Walter C. Short, were told: 

Negotiations with Japan appear to be ter- 
minated to all practical purposes with only 
the barest possibility that the Japanese Gov- 
ernment might come back and offer to con- 
tinue. Japanese future action unpredictable 
but hostile action possible at any moment. If 
hostilities cannot, repeat cannot, be avoided 
the United States desires that Japan commit 
the first overt act. This policy should not, re- 
peat not, be construed as restricting you to a 
course of action that might jeopardize your 
defense. Prior to hostile Japanese action you 
are directed to undertake such reconnaissance 
and other measures as you deem neessary. Re- 
port measures taken. Should hostilities occur 
you will carry out the tasks assigned in Rain- 
bow 5. . . . so 

At the same time the Navy Department 
sent to its Pacific commanders an even 
stronger message, to be passed on to the 
Army commanders in Hawaii and the Phil- 
ippines. "This dispatch," it read, "is to 
be considered a war warning. Negotia- 
tions with Japan . . . have ceased and 
an aggressive move by Japan is expected 

M Rad, OPNAV to Comdrs Pacific and Asiatic 
Fleets, 24005, 24 Nov 41 in Pearl Harbor Attack 
Hearings, Part 14, p. 1405. This message was 
given to MacArthur by Hart. 

u Rad, Marshall to MacArthur, 27 Nov 41, OCS 
18136-118; Report of the Joint Committee on the 
Investigation of the Pearl Harbor Attack, 79th 
Cong., 2d sess., Doc 244 (Washington, 1946), cited 
hereafter as Pearl Harbor Attack Report, pp. 
199-201. The message sent to Hawaii, Panama, 
and the Western Defense Command included a 
statement that the civilian population should not be 
alarmed. Pearl Harbor Attack Hearings, Part 14, 
p. 1389. Ibid., Part 39, p. 84, contains Mr. 
Stimson's account of these events; Part 3, p. 1021, 
includes a- memo, Gerow for Marshall, 27 Nov 41, 
sub: Far Eastern Situation, WPD 4544-13. 



within the next few days." Navy com- 
manders were alerted against the possibility 
of a Japanese invasion of the Philippines, 
Thailand, or Malaya, and were told to take 
appropriate defensive measures, 38 

Immediately on receipt of the 27 No- 
vember warning, MacArthur, Hart, and 
the Hon. Francis B. Sayre, U.S. High Com- 
missioner to the Philippine Islands, met 
to discuss the measures to be taken. Sayre 
presented the President's view to Mr. Que- 
zon and told him that Roosevelt was rely- 
ing upon the full co-operation of the Com- 
monwealth. 37 The next day MacArthur 
reported to the Chief of Staff the measures 
taken in the Philippines to prepare for a 
Japanese attack. Air reconnaissance had 
been extended and intensified "in conjunc- 
tion with the Navy" and measures for 
ground security had been taken. "With- 
in the limitations imposed by present state 
of development of this theater of opera- 
tions," he said, "everything is in readiness 
for the conduct of a successful defense." 38 

The first week of December 1941 was a 
tense one for those in the Philippines who 
had been informed of the latest steps in the 
negotiations with Japan. American planes 
continued to notice heavy Japanese ship 
movements in the direction of Malaya, and 
unidentified aircraft — presumed to be Jap- 
anese — were detected over Luzon. On the 
5th of December the commander of Brit- 
ain's Far Eastern Fleet, Admiral Sir 
Tom Phillips, came to Manila to confer 
with Admiral Hart and General MacAr- 
thur about joint plans for defense. The 
next day news was received that a Japanese 
force had been sighted in the Gulf of Siam 

36 Pearl Harbor Attach Hearings, Part 14, p. 1406. 

37 Ibid. 

" Rad, MacArthur to Marshall, No. 1004, 28 Nov 
41, OCS 18136-118. 

heading westward. Admiral Phillips left 
immediately by plane for Singapore where 
his flagship, Prince of Wales, lay at anchor, 
next to the battle cruiser Repulse. 39 

On 6 December, Saturday, MacArthur' s 
headquarters ordered North Luzon Force 
to be ready to move promptly to its assigned 
positions on beach defense, and Wainwright 
noted that around his headquarters at Stot- 
senburg "the tension could be cut with a 
knife." 40 In response to a warning against 
sabotage, MacArthur told General Arnold 
that a full air alert was in effect and all air- 
craft dispersed and placed under guard. 41 

Sunday, 7 December — it was the 6th in 
Washington — was a normal day, "nothing 
ominous in the atmosphere, no forebodings 
or shadows cast by coming events." 42 Men 
went about their work as usual. The only 
excitement arose from the fact that the 
Clipper, with its anxiously awaited mail 
sacks, was due. The last letters from home 
had reached the Islands ten days before. 

That night the 27th Bombardment 
Group gave a party, recalled as a gala affair 
with "the best entertainment this side of 
Minsky's," at the Manila Hotel in honor of 
General Brereton. 43 Brereton records con- 
versations with Rear Adm. William R. Pur- 

" Hart, Narrative of Events, Asiatic Fleet, p. 36 ; 
Morison, Rising Sun in the Pacific, pp. 156-57, 
188-89. Specific instances of Japanese reconnais- 
sance missions are noted in Edmonds, They Fought 
With What They Had, pp. 61-63. 

10 Wainwright, General Wainwright' s Story, p. 17. 

a Rad, MacArthur to Arnold, 6 Dec 41, quoted in 
Brereton, Diaries, pp. 36-37; Craven and Gate, The 
Army Air Forces in World War II, I, 191. 

42 Col James V., Collier, Notebooks, 4 vols., I, 42. 
Colonel Collier was Assistant G-3, USAEFE and 
later G-3, Luzon Force. He kept these notebooks 
for his three sons while he was in prison camp. 
They were loaned to the author, and a photostat 
copy is on file in OCMH. They will be hereafter 
referred to as Collier, Notebooks, with the appro- 
priate number. 

" Army Air Action in Phil and NEI, p. 52. 



nell and Brig. Gen. Richard K. Sutherland, 
Hart's and MacArthur's chiefs of staff, dur- 
ing the course of the evening. Purnell told 
him that "It was only a question of days or 
perhaps hours until, the shooting started" 
and that he was standing by for a call from 
Admiral Hart. Sutherland confirmed what 
Purnell had said, adding that the War and 
Navy Departments believed hostilities might 
begin at any time. Brereton then immedi- 
ately instructed his chief of staff to place all 
air units on "combat alert" as of Monday 
morning, 8 December. 44 

Except for the few senior officers who had 
an intimate knowledge of events, men went 
to bed that night with no premonition that 

** Brereton, Diaries, pp. 37-38. 

the next day would be different from the 
last. The Clipper had not arrived, and the 
last thoughts of many were of family and 
home, and the hope that the morrow would 
bring "cheerful and newsy letters." 45 Many 
listened to the radio before going to bed, 
but the news was not much different from 
that of previous days. Some heard Ameri- 
can music for the last time. At Fort Stot- 
senburg a few officers of the 194th Tank 
Battalion listened to the Concerto in B Flat 
Minor before turning in. On the last night 
of peace Tschaikowsky's poignant music 
made an impression which was to be deep 
and lasting. 46 

" Collier, Notebooks, I, 42. 

48 Col. Ernest B. Miller, Bataan Uncensored 
(Long Prairie, Minn., 1949), p. 64. 




The First Days of War 

For those on the west side of the inter- 
national date line, the "date which will live 
in infamy" came on 8 December 1941. 
Few responsible military or naval men had 
believed that the Japanese would be able to 
strike in more than one place. The number 
and diversity of their attacks took the Allies 
completely by surprise. During the early 
morning hours of the 8th, Japanese naval 
and air forces struck almost simultaneously 
at Kota Bharu in British Malaya (0140), 
Singora, just across the border in Thailand 
(0305), Singapore (0610), Guam (0805), 
Hong Kong (0900), Wake, and the Philip- 
pines. 1 

Landing operations began almost imme- 
diately. By dawn, Japanese forces were in 
possession of Shanghai. Even as the first 
bombs were dropping on Hong Kong, Jap- 
anese troops were on their way into the 
leased territory. By the end of that day 
they were only a few miles from Kowloon, 
which they took on the 13th. Hong Kong 
fell on Christmas Day. 

Within an hour after the first bombard- 
ment of Kota Bharu, Japanese troops from 
Indochina began to land on the beaches 
against bitter opposition. The same day, 
when the main force of the 25 th Army ar- 
rived, the beachhead was secured. The 
landings at Singora were unopposed. 
There, the troops marched down the east 

1 All times are Tokyo time. 

coast of the Kra Isthmus, while one divi- 
sion crossed the Thailand-British Malay 
border and moved down the west coast. 
Thus began a two-month campaign which 
ended with the fall of Singapore on 15 Feb- 

On Guam the air attacks continued for 
two days. Finally, at dawn on the 10th, 
the South Seas Detachment and supporting 
naval units landed on the island. A few 
hours later, the garrison there surrendered. 
This was the first American possession to 
fall into Japanese hands. At Wake Island, 
the Marine detachment under Maj. James 
P. S. Devereux was better prepared for the 
enemy and offered heroic resistance. The 
first attempt to land was beaten off and the 
Japanese returned to Kwajalein to lick 
their wounds and collect more troops for 
the next attempt. They were back at Wake 
on the 22d and the next morning landed in 
force. That same day the garrison sur- 
rendered. 2 

The fall of Wake and Guam cut the line 
of communications between Hawaii and 
the Philippines and left the United States 
with no Central Pacific base west of Mid- 

' Lt. Col. Robert D. Heinl, Jr., The Defense of 
Wake (USMG Hist Sec, 1947) ; Opns of South Seas 
Detachment, 1941-42, Japanese Studies in World 
War II, No. 36, p. 3. For operations at Hong Kong 
and in Malaya, see Japanese Landing Operations, 
December 8, 1941-June 8, 1942, Military Intelli- 
gence Service (MIS) Campaign Study 3. 



way, 4,500 miles from Manila. But even 
before this, on the first day of war, the Jap- 
anese attack on Pearl Harbor had destroyed 
the Battle Force of the Pacific Fleet and 
nullified all plans to come to the aid of the 

East of the date line, Vice Adm. C. Na- 
gumo's Pearl Harbor Striking Force of six 
carriers reached its launching position 200 
miles north of Oahu exacdy on schedule, at 
0600 on the morning of 7 December (0100 
of the 8th, Tokyo time) . Two Jakes (Zero- 
type reconnaissance planes), which had 
taken off at 0530 to reconnoiter, returned 
with the report that, except for the richest 
prize, the three carriers, the entire Pacific 
Fleet was in port. Pilots of the First Air 
Fleet, amidst shouts of "banzai" from their 
comrades, took off from the flight decks 
and climbed above the overcast into a mag- 
nificent sunrise. At 0750, while "Pearl 
Harbor was still asleep in the morning 
mist," 3 the Japanese planes came in over 
the island. Five minutes later, just an 
hour before Nomura presented his govern- 
ment's reply to Mr. Hull, they dropped their 
first bombs. 4 

The next two hours of that Sabbath 
morning in Hawaii were a nightmare. 
Bombs and torpedoes dropped everywhere, 
on the ships in the harbor, on Army instal- 
lations, on depots, and other targets. Dive 
bombers machine-gunned planes on the 
ground and men on the ships. Within a 

' The quotation is from an account by a Japanese 
naval officer and is quoted in Morison, Rising Sun 
in the Pacific, p. 94. 

* At 0800, Admiral Kimmel broadcast the mes- 
sage : "Air Raid on Pearl Harbor. This is no drill." 
Secretary Knox, when he read the message in Wash- 
ington, exclaimed, "My God! This can't be true, 
this must mean the Philippines." Pearl Harbor 
Attack Report, p. 439. 

half hour every battleship at Pearl Harbor 
had been badly damaged. 

Hickam and Wheeler Fields were 
struck in the first attacks. The Army 
planes, parked in close order, wing tip to 
wing tip, made perfect targets. By ten 
o'clock the raid was over and the last Jap- 
anese planes had returned to their carriers, 
leaving behind them death and destruction. 
Tactical surprise had been as complete as 
strategical surprise. 5 

The Japanese pilots knew exactly what 
to go after. Though there were ninety- 
four naval vessels in the harbor they con- 
centrated on the Battle Force, sinking 3 
battleships, capsizing 1, and damaging 4 
more. In addition to the battleships, 3 light 
cruisers, 3 destroyers, and miscellaneous 
vessels were badly damaged. Ninety-two 
naval planes were lost and 31 damaged. 
The Army lost a total of 96 planes, including 
those destroyed in depots and those later 
stripped for parts. Army and Navy instal- 
lations were badly hit. Fortunately, the 
Japanese failed to destroy the repair shops 
at Pearl Harbor or the oil tanks, filled to 
capacity. The carriers, then at sea, escaped 
the attack altogether. American casualties 
for the day were 2,280 men killed and 1,109 
wounded. The Japanese lost only 29 air- 
craft and 5 midget submarines. "The as- 
toundingly disproportionate extent of 
losses," concluded the Joint Committee 
which investigated the attack, "marks the 

' The best account of the attack on Pearl Harbor 
has been written by Morison, Rising Sun in the 
Pacific, Ch. V. For the Air Forces story, see 
Craven and Cate, The Army Air Forces in World 
War II, I, 194-201. Much personal testimony and 
first-hand accounts of the attack can be found scat- 
tered through the Congressional hearings on the 
Pearl Harbor attack. A summary of the action can 
be found in Pearl Harbor Attack Report, pp. 53-72. 



greatest military and naval disaster in our 
Nation's history." 6 

With this smashing blow, the Japanese 
made obsolete the carefully prepared plans 
of defense in the event of war in the 
Pacific. 7 The Rainbow plan called for the 
progressive movement of the Pacific Fleet 
across the Central Pacific by the capture of 
the Caroline and Marshall Islands and the 
establishment of an advanced base at Truk. 
The fleet would thus open the line of com- 
munications, establish superiority in the 
western Pacific, and come to the relief of 
the Philippine Islands. Along this pro- 
tected line of communications would flow 
the supplies and men that would enable 
the Philippine garrison to beat back any 
Japanese effort to seize the Islands. By 
1000 on the morning of 7 December, the 
force required to put Rainbow into effect, 
the Battle Force of the Pacific Fleet, lay in 
ruins in Pearl Harbor. The Philippines 
were isolated, cut off from the nearest base 
5,000 miles away, even before they had felt 
the first blow of the war. Their only hope 
now lay with the Far East Air Force and 
the Asiatic Fleet. 

The Attack on Clark Field 

The duty officer at Asiatic Fleet head- 
quarters in the Marsman Building in Ma- 

° Pearl Harbor Attack Report, p. 65. The break- 
down of casualties is as follows: 

Killed Wounded 

Navy and Marines 2, 086 749 

Army 194 360 

Total 2, 280 1, 109 

In an earlier volume of this series, Watson, Chief 
of Staff, page 517, the number of dead is placed at 
2,403, including civilians. Mr. Watson's figures 
are from Morison, Rising Sun in the Pacific, page 
126, and are based on 1947 estimates. 
' Min, JB Mtg, 8 Dec 41, OPD Reg Doc. 

nila on the night of 7—8 December ( Philip- 
pine time) was Lt. Col. William T. Clem- 
ent, USMC. At 0230 of the 8th (0800, 
7 December, Pearl Harbor time), the 
operator at the Navy station intercepted 
the startling message, "Air Raid on Pearl 
Harbor. This is no drill." Recognizing 
the technique of the sender, an old friend 
stationed at Pearl Harbor, the operator 
brought the message to Colonel Clement. 
Within a half hour, it was in Admiral Hart's 
hands. He broadcast the news to the fleet 
immediately, and then, with his chief of 
staff, hurried to his office. 8 

Shortly after 0330 General Sutherland 
received the news of the Pearl Harbor at- 
tack, not from the Navy but from commer- 
cial broadcasts. He passed the news on to 
MacArthur over the private wire to the 
general's penthouse apartment in the Ma- 
nila Hotel, then notified all commanders 
that a state of war existed with Japan. 
Troops were ordered to battle position im- 
mediately. 9 

At Clark Field the news flash about Pearl 
Harbor was also picked up from commer- 
cial broadcasts. The operator immediately 
notified headquarters at the field and all 
units were alerted. "I knew," Brereton 
later wrote, "we could expect an attack 
from the Japs any time after daylight." Be- 
fore leaving for MacArthur's headquar- 
ters, he ordered Colonel Eubank, the 

8 Hart, Narrative of Events, Asiatic Fleet, pp. 
36-37 ; Morison, Rising Sun in the Pacific, pp. 168- 
69. Captain Morison secured additional informa- 
tion from Admiral Hart by interview after the war. 

* Hunt, MacArthur and the War Against Japan, 
p. 27; Wainwright, General Wainwright's Story, 
p. 18; intervs, author with Col Diller, 24 Aug 
49, Gens Sutherland and Marshall, 12 Nov 46 and 
7 Apr 48, OCMH. Admiral Hart states that 
Colonel Clement, unable to "get response from 
USAFFE Headquarters," passed the news "to one 
of the staff duty officers at his home." Ltr, Hart 
to Maj Gen Orlando Ward, 19 Dec 51, OCMH. 



bomber commander at Clark Field, to come 
down to Manila at once. At about 0500 in 
the morning Brereton was waiting outside 
MacArthur's office for orders. 10 

By breakfast, the news of the attack on 
Pearl Harbor had reached all ranks. The 
men had for so long accepted the fact that 
war with Japan might come that the event 
itself was an anticlimax. There was no 
cheering and no demonstration, but "a 
grim, thoughtful silence." 11 War with 
Japan was not, for the American and Philip- 
pine troops, a remote war across a wide 
ocean. It was close and immediate. 

Prologue to Attack 

On Formosa airfields, 500 miles away, 
Japanese Army and Navy pilots were stand- 
ing by, their planes gassed and ready to 
take off for Luzon, when the first news of 
Pearl Harbor reached Manila. Around 
midnight of the 7th dense clouds of heavy 
fog had closed in on the island, blanketing 
airfields and preventing the scheduled take- 
offs at dawn. 

This unforeseen development filled the 
Japanese commanders with nervous appre- 
hension. The timetable for the attack was 
extremely close and left little leeway. As 
the early morning hours rolled by, anxiety 
increased. By this time, the Japanese be- 
lieved, the American high command in the 
Philippines would have received news of 
Pearl Harbor and either sent the Far East 
Air Force southward or set up an effective 
defense against the impending raid. All 
hope of surprise would be lost. 

Even more frightening was the possibility 

" Brereton, Diaries, pp. 38-39. It is evident from 
internal evidence that the diary for this period was 
put in its present form at a later date and cannot 
therefore be considered always a contemporaneous 

u Mallonee, Bataan Diary, I, 34. 

that this delay would enable the heavy 
bombers of the Far East Air Force to attack 
the planes lined up on Formosa fields. In- 
deed, at 0800, the Japanese intercepted an 
American radio message which they inter- 
preted as meaning that such an attack 
would come off in two hours. At 1010 a 
Japanese plane mistakenly reported B-17's 
approaching Formosa and the frightened 
Japanese began passing out gas masks. 12 

Japanese fears of an American attack 
against Formosa were not without founda- 
tion. Such plans had already been made 
and target data had been prepared. The 
objective folders were far from complete, 
however, and lacked calibrated bomb-target 
maps and bomb release lines for given 
speeds and altitudes. "But we had some- 
thing complete enough," thought Capt. Al- 
lison Ind, a Far East Air Force intelligence 
officer, "to make this bombing mission a 
very far cry from the blind stab it would 
have had to be otherwise." 13 

M Interrog of Capt Takahashi Chihaya, Imperial 
Japanese Navy (IJN), 20 Oct 45, and of Comdr 
Ryosuke Nomura, Opns Officer, 23d Air Flotilla, 
11th Air Fleet, 28 Nov 45, in USSBS, Interroga- 
tions of Japanese Officials, 2 vols. (Washington 
1946 ) I, 74-76; II, 531 ; 14th -Array Opns, I, 41. 

It is difficult to understand the origin of the 0800 
message. While there was discussion of such a raid 
at USAFFE, there was no need to send radios on 
the subject. It is possible that orders sending 
B-l 7's at Clark aloft to avoid being caught on the 
ground were in some way intercepted and misunder- 
stood by the apprehensive Japanese. 14th Army 
Opns, I, 41, refers to the report as "intelligence 
reports," but does not indicate its origin any further. 
5th Air Gp Opns, Japanese Studies in World War II, 
No. 3, p. 6. 

u Lt. Col. Allison Ind, Bataan, The Judgment 
Seat (New York, 1944), p. 92. Material used with 
the permission of The Macmillan Company, pub- 

The official air force account of the attack on 
Clark Field is contained in Craven and Cate, The 
Army Air Forces in World War II, I, 201-14. 
General Brereton has a full actount in his Diaries, 
pages 38-44, which must be considered as the evi- 
dence of an interested party in the dispute which 



On his first visit to USAFFE headquar- 
ters about 0500, General Brereton had been 
unable to see MacArthur and had talked 
with Sutherland. At that time he had re- 
quested permission to carry out a daylight 
attack against Formosa. MacArthur's chief 
of staff had told him to go ahead with the 
necessary preparations, but to wait for Mac- 
Arthur's authorization before starting the 
attack. Brereton returned to his headquar- 
ters at Nielson Field, where he talked with 
Colonel Eubank, who had just flown down 
from Clark Field. Orders were issued to 
get the B-17's ready. At about 0715 Bre- 
reton apparendy went to MacArthur's head- 
quarters again to request permission to at- 
tack Formosa. Again he was told by 
Sutherland to stand by for orders. 14 

later arose over responsibility for the disaster. 
Army Air Action in Phil and NEI, Chapter III, 
covers the Clark Field attack and is substantially 
the same as that given in the air force history. 

Official records of the events surrounding the 
attack are practically nonexistent. An effort has 
been made by the author to supplement the existing 
accounts with interviews with those participants 
not interviewed by the air force historians. Persons 
interviewed were Generals Sutherland and R. J. 
Marshall, Colonels Diller, Collier, and Campbell, 
the last of whom was aircraft warning officer of 

Mr. Walter D. Edmonds, who was commissioned 
by the air force to write the account of air operations 
in the Philippines, interviewed General Sutherland 
in Manila in June 1945, as well as a large number 
of air force officers. A copy of his notes taken on 
the Sutherland interview is included in Army Air 
Action in Phil and NEI, Appendix 9, and a portion 
is printed in Craven and Cate, The Army Air Forces 
in World War II, I, 205. The information Ed- 
monds secured is directly at variance with infor- 
mation the present author secured in two interviews 
with General Sutherland. Edmond's findings are 
embodied in an article entitled "What Happened at 
Clark Field," The Atlantic (July 1951), pp. 20-33. 

14 Summary of Activities, Far East Air Force, 
entry of 8 Dec 41, in Air University Hist Off. This 
document is evidently a transcription from notes 
hastily made during December 1941. Errors in 
dating the year of entry are explained as the result 

About this time the Far East Air Force 
commander received a transoceanic tele- 
phone call from his air force chief, General 
Arnold. Brereton explained what he was 
trying to do, and Arnold told him what had 
happened at Pearl Harbor, so that, as he 
later explained, Brereton would not be 
caught in the same way and have his "entire 
air force destroyed." 15 

By this time, reports of enemy flights 
were being received at air force headquar- 
ters and planes of the Interceptor Command 
were sent up. Around 0800 the heavy 
bombers at Clark Field were ordered aloft 
on patrol, without bombs, to avoid being 
caught on the ground. 

At 1000 Brereton renewed his request to 
take offensive action. "I personally called 
General Sutherland," he says, "and in- 
formed him . . . that if Clark Field was at- 
tacked successfully we would be unable to 
operate offensively with the bombers." 16 
Again the request was denied. Ten min- 
utes later, Colonel Eubank started back to 
Clark Field with instructions to dispatch a 
photographic reconnaissance mission im- 
mediately to southern Formosa. 

of "harried field conditions." Despite the imper- 
fections of this document it remains one of the few 
written contemporary sources for the events of 
8 December 1941. Ltr, Col Wilfred J. Paul, Air 
University Hist Off, to Gen Ward, 7 Dec 51, 
OCMH. The official air force account in Craven 
and Cate, The Army Air Forces in World War II, 
I, 206 note, takes cognizance of the mistakes in 
dating in this document. Edmonds, "What Hap- 
pened at Clark Field," pages 24-26, contains an 
excellent account of the discussions at air force 
headquarters that morning. 

M Gen. Henry H. Arnold, Global Mission (New 
York: Harper & Brothers, 1949), p. 272. 

M Brereton, Diaries, p. 40. The author has also 
used a letter written by Brereton to the AAF Hist 
Off expanding the diary entries. 1st Ind, Brereton 
to Paul, 30 Jan 43, Air University Hist Off. See 
also Edmonds, "What Happened at Clark Field," 
p. 25. 



No sooner had those orders been issued 
than Brereton received a telephone call 
from General MacArthur. He told Mac- 
Arthur that since Clark Field had not yet 
been attacked, he would hold the bombers 
in readiness until he received reports from 
the reconnaissance mission already au- 
thorized. They agreed that if no reports 
were received, the bombers would attack 
Formosa late that afternoon. MacArthur 
left to Brereton "the decision for offensive 
action." 17 

Brereton called in his staff and told them 
of his conversation with MacArthur. Or- 
ders were then dispatched to Clark Field to 
call in the heavy bombers. Three were to 
be readied for the photo reconnaissance 
mission; the others were to be briefed for 
offensive missions. At 1120 Field Order 
No. 1 of the Far East Air Force was sent 
by teletype to Clark Field. It confirmed 
Brereton's instructions to Eubank, given at 
1045, to attack southern Formosa with two 
heavy bombardment squadrons "at the 
latest daylight hour today that visibility will 
permit." By 1130 the bombers were 
back on the field, being loaded with 100- 
and 300-pound bombs; the fighters had 
also returned to base for refueling. At 1 1 56 
Brereton gave Sutherland a full report of 
the situation over the telephone, and in- 
formed him that he planned to attack For- 
mosa fields late that afternoon. 18 

General Sutherland's account of the pro- 

" Summary of Activities, Far East Ait- Force, 
entry of 8 Dec 41. General Brereton omits en- 
tirely any mention of his conversation with General 
MacArthur, and states that he received the au- 
thorization to attack Formosa at 1100 from General 
Sutherland. In an interview with the present 
author in June 1951, Sutherland declared that he 
does not recall that Brereton spoke with MacArthur 
that morning. Brereton, Diaries, p. 41. 

" Summary of Activities, Far East Air Force, entry 
of 8 Dec 41. 

posed raid on Formosa differs from the air 
force story. On one occasion, Sutherland 
recollected that there had been some plan 
to bomb Formosa on 8 December but that 
"Brereton said he had to have the photos 
first." On another occasion Sutherland 
took the opposite and more consistent posi- 
tion that when Brereton asked for permis- 
sion to attack Formosa, he, Sutherland, had 
ordered a reconnaissance first. 19 

General MacArthur's statements do not 
throw any light on this question. He had 
received word from Washington early that 
morning (at 0530) that hostilities with Ja- 
pan had begun, and that he was to carry 
out the tasks assigned in Rainbow. 20 
Brereton's surmise, therefore, that he was 
not permitted at first to attack Formosa be- 
cause MacArthur was under orders not to 
attack unless attacked first and that the 
Pearl Harbor attack "might not have been 
construed as an overt act against the Phil- 
ippines" must be dismissed. 21 MacAr- 
thur had authority to act, and Rainbow 
specifically assigned as one of his missions 
"air raids against Japanese forces and in- 
stallations within tactical operating radius 
of available bases." 22 

J * The first version was given in his interview 
with Walter D. Edmonds in Manila in June, 1945. 
The second version was given in an interview with 
the present author in November 1946. This author 
interviewed Sutherland a second time in June 1951 
and on being presented with both versions, Suther- 
land was most emphatic in asserting that it was he 
who had ordered the reconnaissance because 
Brereton did not have sufficient information to 
warrant an attack against Formosa. USAFFE and 
air force records do not contain any material relat- 
ing to this incident. 

"Rad, Marshall to MacArthur, No. 736, 7 Dec 
41, WPD 4544-20. 

81 Brereton, Diaries, p. 39n ; ltr, Brereton to Paul, 
Air University Hist Off. 

a Ltr, CofS to CG USAFFE, 21 Nov 41, sub: 
U.S.-British Co-operation, incl, War Plan Rain- 
bow 5, WPD 4402-112. 



General Brereton's surmise, however, 
was not entirely without foundation. It 
was evidently based on the 27 November 
warning from the War Department. That 
warning had stated that "if hostilities can- 
not be avoided the United States desires 
that Japan commit the first overt act." 23 
The War Department had been careful, 
however, not to restrict MacArthur's free- 
dom of action, and had authorized him 
in the same message to "undertake such 
reconnaissance and other measures as you 
deem necessary" prior to hostile Japanese 
action. In the event of war he was to exe- 
cute the tasks assigned in Rainbow. 

In the period between the receipt of this 
message and the outbreak of hostilities, the 
B— 17's had flown reconnaissance missions 
north of Luzon in the direction of For- 
mosa. Their search sectors, according to 
General Sutherland, reached to "the south- 
ern edge of Formosa with one segment of 
the pie running up the east coast of the is- 
land a little way." 24 But General Brereton 
declares that he was instructed by Mac- 
Arthur to limit reconnaissance to "two- 
thirds of the distance between North Luzon 
and Southern Formosa." 25 Later, he says, 
he secured permission to extend the north- 
ern limit of the search sector to the interna- 
tional treaty boundary between the Philip- 
pines and Formosa. 28 On the basis of Suth- 
erland's statement, then, it was possible to 
conduct a partial reconnaissance of For- 
mosa before the war; according to Brere- 
ton there was no prewar reconnaissance on 
MacArthur's orders. 

*» Rad, Marshall to MacAr thur. 27 Nov 4 1. No. 
624, WPD 4544-13; see above ! Ch. IV, p. 71 J 

** Interv, Edmonds with Sutherland, Jun 45, and 
confirmed in interv, Morton with Sutherland, 12 
Nov 46. 

** Brereton, Diaries, pp. 34-35. 


On Brereton's proposal to bomb For- 
mosa, General MacArthur expressed him- 
self most clearly. When Brereton's diaries 
were published in 1946, MacArthur re- 
leased a statement to the press recounting 
in full his recollection of the events of 8 
December 1941. The press release, issued 
on 27 September 1946, read: 

General Brereton never recommended an 
attack on Formosa to me and I know nothing 
of such a recommendation having been 
made. . . . That it must have been of a most 
nebulous and superficial character, as no of- 
ficial record exists of it at headquarters. That 
such a proposal, if intended seriously, should 
have been made to me in person by him ; that 
he never has spoken of the matter to me either 
before or after the Clark Field attack. That 
an attack on Formosa with its heavy concen- 
trations by his small bomber force without 
fighter support, which because of the great 
distance involved, was impossible, would have 
had no chance of success. 27 

On 8 December, in summarizing the re- 
sults of the Japanese attack, MacArthur had 
told the War Department: "I am launch- 
ing a heavy bombardment counterattack 
tomorrow morning on enemy airdromes in 
southern Formosa." 28 It is evident, then, 
that MacArthur himself planned, by the 
afternoon or evening of the 8th, to execute 
an attack against Formosa with the remain- 
ing B-17's. 

Faced with these conflicting accounts, the 
historian can be sure only of five facts : ( 1 ) 
That an attack against Formosa was pro- 
posed ; ( 2 ) that such an attack was deferred 
in favor of a photo reconnaissance mission 
requested either by Brereton or Sutherland ; 
(3 ) that about 1 100 on 8 December a strike 

"New York Times, September 28, 1946, p. 6. 

" Rad, MacArthur to AGWAR, No. 1133, 8 Dec 
41. The raid was canceled the next day. Rad, 
MacArthur to AGWAR, No. 1 1 35, 9 Dec 4 1 . Both 
in AG 381 (11-27-41 Gen) Far East. 



against Formosa, to take place that day, 
was finally authorized; (4) that the heavy 
bombers were back on Clark Field after 
1130 on the morning of 8 December; and 
(5) that Mac Arthur planned an attack 
against Formosa for the morning of 9 

The Attack 

The Japanese, fearing an air attack 
against Formosa, had meanwhile made 
haste to get their planes off the ground. The 
fog, which had grounded the 11th Air 
Fleet, had lifted to the east at dawn, per- 
mitting twenty-five twin-engine Army 
bombers to take off for Luzon. 29 

Shortly before 0900 the Japanese Army 
bombers were reported by the aircraft warn- 
ing service on Luzon to be heading south 
over Lingayen Gulf in the direction of 
Manila. It was probably this report that 
sent the B-17's at Clark Field aloft without 
bombs. The 20th Pursuit Squadron at 
Clark took off to intercept the strike and 
the 17th Pursuit Squadron rose from Nich- 
ols Field to cover Clark. But the Japanese 
Army planes, limited to targets north of 
the 16th latitude, turned east as they ap- 
proached Lingayen Gulf. One group 
struck Tuguegarao at about 0930 while an- 
other concentrated on barracks and other 
installations at Baguio, the summer capital 
of the Commonwealth, where Quezon was 
staying at this time. The Japanese bomb- 
ers returned to base without having sighted 
any American aircraft. Far East Air Force 
reports between 1000. and 1030 of a flight 
of enemy bombers, first in the Cagayan 
valley, and then "turned around and pro- 

"5th Air Gp Opns, p. 16. 

ceeding north," apparently referred to these 
Japanese Army planes. 30 

By the time the false report of approach- 
ing B-17's had been received on Formosa, 
the fog had lifted sufficiently to permit the 
naval planes of the 11th Air Fleet to take 
off. At 1015, a force of 108 twin-engine 
bombers escorted by eighty-four Zeros set 
out for Clark and Iba. Only the very best 
and most experienced pilots had been as- 
signed to this important mission. 31 

As the Japanese planes approached north- 
ern Luzon, the airborne American aircraft 
received the all-clear signal and were in- 
structed to land. By 1130 nearly all the 
planes were back at their bases. The two 
squadrons of B-17's were on Clark Field, 
loading with gas and bombs for the raid 
against Formosa. The 20th Pursuit Squad- 
ron was also at Clark after its vain attempt 
to intercept the last Japanese flight. At 
Nichols, the 1 7th Pursuit Squadron, which 
had been covering Clark, was landing to 
refuel. The 3d and 34th Pursuit Squad- 
rons were standing by at Iba and Del Car- 
men. 32 

Shortly before 1130, reports of an ap- 
proaching enemy formation began com- 
ing in to the plotting board at Nielson. 

* Summary of Activities, Far East Air Force, 
8 Dec 41 ; Craven and Cate, The Army Air Forces 
in World War II, I, 207-08; Edmonds, "What 
Happened at Clark Field," p. 24; 5th Air Gp Opns, 
p. 16; USSBS, Japanese Air Power (Washington, 
1946), p. 7. 

" Japanese Naval Opns in Phil Invasion, pp. 
6-7; interrog of Capt Takahashi and Comdr 
Nornura, USSBS, Interrogations of Japanese Offi- 
cials,!, 75; II, 531. 

*" The account of the attack is based, except where 
otherwise noted, on Craven and Cate, The Army 
Air Forces in World War II, I, 207-13; Brereton, 
Diaries, pp. 38-44; History of the Fifth Air Force 
{and its Predecessors) ; Edmonds, "What Happened 
at Clark Field," pp. 28-31; Japanese Naval Opns 
in the Phil Invasion, p. 6; 5th Air Gp Opns, p. 12. 



In addition to radar reports, almost every 
postmaster along the northwest coast of 
Luzon reported the high-flying enemy bom- 
bers to the air warning center by telephone 
or telegraph. 33 Colonel George, chief of 
staff of the Interceptor Command, was in 
the plotting room when the reports were 
coming in, and predicted "that the objec- 
tive of this formidable formation was Clark 
Field." 34 

At about 1145, according to Col. Alex- 
ander H. Campbell, the aircraft warning 
officer, a warning message went out to 
Clark Field by teletype. If the message did 
not get through, as is frequently asserted, 
this fact was not known to the officers in 
the plotting room at Nielson. It is asserted 
also that an attempt to warn the field by 
radio over the Far East Air Force net was 
made, but with no success. The reason for 
this failure can only be guessed. Col. James 
V. Collier, a G-3 officer in USAFFE head- 
quarters, later stated, "The radio operator 
had left his station to go to lunch," and 
another source states, "Radio reception was 
drowned by static which the Japanese prob- 
ably caused by systematic jamming of the 
frequencies." 35 Apparently other avail- 
able means of communication, such as the 
long distance telephone lines, telegraph, and 
the command radio net to Fort Stotsenburg, 
were not used or thought of. Colonel 
Campbell did get a telephone message 
through to Clark Field and talked with an 
unknown junior officer there. This officer 
intended, said Campbell, to give the base 
commander or the operations officer the 
message at the earliest opportunity. 86 

83 Collier, Notebooks, I, 49. 

84 Ibid. 

a Ibid., 50; Army Air Action in Phil and NEI, 
p. 55. 

""Interv, author with Col Campbell, Sep 46; 
Collier, Notebooks, 1, 50. Colonel Campbell's note- 

Meanwhile, Colonel George at Nielson 
had dispersed his fighters to meet the at- 
tack. The 34th Squadron was ordered to 
cover Clark Field ; the 1 7th, the Bataan pen- 
insula; and the 21st, the Manila area. The 
3d Squadron at Iba was dispatched to in- 
tercept a reported enemy formation over 
the South China Sea. 37 At Clark Field, two 
squadrons of B-17's and the 20th Pursuit 
Squadron were still on the ground. Some- 
time shortly before 1 145 the fighters were 
ordered aloft as soon as refueling was com- 
pleted to cover their own base. 38 

The 3d Pursuit Squadron took off from 
Iba to intercept the enemy flight over the 
South China Sea. A thick haze of dust 
prevented the 34th at Del Carmen from tak- 
ing off, and at 1215 the 20th Pursuit Squad- 
ron at Clark, whose planes had just com- 
pleted refueling, made ready to take off. 39 

At that moment the first formation of 
Japanese bombers appeared over Clark 

book contains the following entry: Sgt. Alfred H. 
Eckles, Hopkinsville, Ky., was on duty with Maj. 
Sam Lamb's communication detail Hqrs. F. E. A. F. 
Dec. 8th and carried message to Teletype operator 
re flight of planes heading toward Clark Field, saw 
it sent and acknowledged as received by them. 
This at about 1 1 : 45 (?) A. M., about 30-45 min. 
before arrival of bombers and bombing of Clark 
Field. I, together with Coyle, George and Sprague 
watched this particular flight for considerable length 
of time. I kept urging them to do something about 
it, but they insisted on waiting until they reached 
a certain distance from field. Sprague typed wrote 
out message showed it to George and myself. I 
asked what "Kickapoo" meant in message. Was 
told it meant, "Go get 'em." Sprague then took 
message into Teletype Room for transmission, about 
15 minutes before bombing. 

OT Craven and Cate, The Army Air Forces in 
World War II, I, 209. 

M Hist of Fifth Air Force, p. 16. This statement 
would imply that Colonel George was in communi- 
cation with the pursuit squadron at Clark Field 
after 1145, although the Bomber Command could 
not be reached at this time. 

" Hist of Fifth Air Force, p. 16. 



Field. 40 All but one of the B-l 7's was lined 
up on the field and the fighters were just 
getting ready to take off. After the warn- 
ing of the Pearl Harbor attack, and after 
the loss of several valuable hours because of 
bad weather, the Japanese pilots did not 
expect to find so rich a harvest waiting for 
them. But they did not question their good 
fortune. The first flight of Japanese planes 
consisted of twenty-seven twin-engine 
bombers. They came over the unprotected 
field in a V-formation at a height esti- 
mated at 22,000 to 25,000 feet, dropping 
their bombs on the aircraft and buildings 
below, just as the air raid warning sounded. 
As at Pearl Harbor, the Japanese achieved 
complete tactical surprise. 

The first flight was followed immediately 
by a similar formation which remained 
over the field for fifteen minutes. The 
planes in this formation, as in the first, ac- 
complished their mission almost entirely 
without molestation. American antiaircraft 
shells exploded from 2,000 to 4,000 feet 
short of the targets. After the second forma- 
tion of bombers, came thirty-four Zeros — 
which the Americans believed were car- 
rier based — to deliver the final blow with 
their low-level strafing attacks on the 
grounded B-l 7's, and on the P-40's with 
their full gasoline tanks. This attack lasted 
for more than an hour. 

With the first high wail of the siren, the 
men on the field below streamed from the 
mess halls. As the bombers passed over, 

40 It is not possible to state the exact time of this 
attack. Like so many other matters, this question, 
too, is controversial. The author has selected this 
time, about 1220, since it is supported by the weight 
of evidence. Walter D. Edmonds gives the time as 
1240 in his account of the attack. They Fought 
With What They Had, pp. 100, 102n. 

the Americans could see the falling bombs 
glistening in the sunlight. Then came the 
explosions, hundreds of them, so violent that 
they seemed to pierce the eardrums and 
shake the ground. Throwing aside momen- 
tary disbelief and stupefaction, the men 
rushed to their batde stations. The scene 
was one of destruction and horror, unbeliev- 
able to the men who only a few minutes be- 
fore had been eating lunch or servicing the 
planes. Flash fires sprang up and spread 
rapidly to the trees and long cogon grass 
around the field "roaring and crackling like 
an evil beast." 41 Dense smoke and a heavy 
cloud of dust rose over the field. 

Against such odds, the Americans could 
offer little opposition. The 200th Coast 
Artillery (AA) experienced considerable 
difficulty with its 3-inch gun ammunition, 
the most recent of which was manufactured 
in 1932. The percentage of duds was ab- 
normally high and "most of the fuses were 
badly corroded." Only one of every six 
shells fired, says one observer, actually ex- 
ploded. 42 Acts of personal heroism were 
commonplace. Ground and combat crews 
manned the guns of the grounded planes, 
and men dashed into flaming buildings to 
rescue their comrades as well as supplies 
and equipment. Others braved the strafing 
gunfire to aid the wounded. One private 
appropriated an abandoned truck and made 
seven trips with wounded men to the station 

During the attack, 3 P^O's of the 20th 
Pursuit Squadron managed to get into the 
air, but 5 more were blasted by bombs as 

41 Miller, Bataan Uncensored, p. 67. 

42 Ibid.; Prov CA Brig (AA) Rpt of Opns, p. 3, 
Annex IX, USAFFE-USFIP Rpt of Opns; interv, 
author with Gen Sage, 28 Feb 51. 



they taxied for the take-off. 43 A similar 
number was caught in the strafing attack. 
The 3 airborne fighters shot down 3 or 4 
Japanese fighters. 

The 34th Pursuit Squadron, still at Del 
Carmen, could see the great clouds of smoke 
rising from Clark. The old P-35's of the 
squadron finally managed to take off and 
were soon in action against the superior 
Zeros over Clark. Though outclassed and 
outnumbered, the squadron knocked down 
three enemy fighters without loss to itself. 
But few of its planes were without serious 
damage. The 17th and 21st Pursuit Squad- 
rons, on patrol over Bataan and Manila, 
made no effort to attack the Japanese air- 
craft, presumably because the communica- 
tions center at Clark had been bombed out 
and news of the raid did not reach the In- 
terceptor Command in time to dispatch 
aid. 44 

The 11th Air Fleet's attack against Clark 
was even more successful than the worried 
Japanese had expected. The operation had 
been well planned and executed. The first 
flights of bombers had concentrated on the 
hangars, barracks, and warehouses, and left 
them a burning ruin. Some of the ground- 
ed planes had been damaged in these bomb- 
ings but the greatest casualties were in- 
flicted by the low-level attacks of the Zeros 
which followed. Casualties in men were 
fifty-five killed and more than one hundred 

Simultaneously with the raid against 
Clark, other 11th Air Fleet planes were at- 

" This account of the operations of the 20th Pur- 
suit Squadron is based on an interview with the 
squadron commander, Col. Joseph H. Moore, 12 
August 1949. It varies slightly from the official 
air force account which places four planes in the 
air before the attack. 

44 It is strange that the pilots over Bataan and 
Manila did not see the heavy columns of smoke and 
dust rising from Clark, only fifty miles away. 

tacking the fighter base at Iba. The 12 
planes of the 3d Pursuit Squadron, which 
had been patrolling over the China Sea, 
low on gas, returned to base. As they were 
circling to land, Iba was struck by 54 Jap- 
anese twin-motored naval bombers escorted 
by 50 Zeros. Effective action by the P-40's 
resulted in the loss of 2 Japanese fighters 
(probables) and kept the Zeros from carry- 
ing out the low-level attacks which were so 
successful at Clark. But the losses at Iba 
were almost as great as at Clark. Barracks, 
warehouses, equipment, and the radar sta- 
tion were destroyed. Ground crews suf- 
fered heavy casualties and all but 2 of the 
3d Squadron's P-40's were lost. 

The reaction from Washington head- 
quarters of the Air Forces was delayed but 
explosive, despite a radio from MacArthur 
stating that the losses had been "due to 
overwhelming superiority of enemy 
forces." 45 General Arnold, when he re- 
ceived the news of the losses in the Philip- 
pines, "could not help thinking that there 
must have been some mistake made some- 
where in my Air Force command," and he 
decided "to tell Brereton so." 48 Brereton 
had just returned from an inspection of 
Clark Field when he received a transoceanic 
telephone call from an irate General Arnold 
asking "how in the hell" an experienced 
airman like himself could have been caught 
with his planes down. Apparently he felt 
his explanation had not satisfied General 
Arnold, for he immediately reported the 
conversation to MacArthur and asked his 
help in presenting the situation to the Army 
Air Forces chief. According to Brereton, 
MacArthur was furious. "He told me to 
go back and fight the war and not to worry," 

** Rad, MacArthur to Arnold, 10 Dec 41, AG 381 
(11-27-41 Gen) Far East. 
46 Arnold, Global Mission, p. 272. 



Brereton recorded in his diary. "As I 
walked out of his office he asked Sutherland 
to get General Marshall on the phone." 47 
Unfortunately, there is no record of the tel- 
ephone conversation that followed. 

Thus, after one day of war, with its 
strength cut in half, the Far East Air Force 
had been eliminated as an effective fighting 
force. Of the modern combat aircraft, 
only 17 of the original 35 B— 17's remained. 
Fifty-three P-40's and 3 P-35's had been 
destroyed, and an additional 25 or 30 mis- 
cellaneous aircraft (B-10's, B-18's, and 
observation planes) were gone. In addi- 
tion, many of the planes listed as operational 
were heavily damaged. Installations at 
Clark and Iba were either burned out or 
badly hit. Total casualties for the day 
were 80 killed and 150 wounded. The 
total cost to the Japanese was 7 fighters. 48 
The conclusion of the Joint Congressional 
Committee which investigated the Pearl 
Harbor attack, that it was the greatest mili- 
tary disaster in American history, is equally 
applicable to the Philippines. 


The catastrophe of Pearl Harbor over- 
shadowed at the time and still obscures the 
extent of the ignominious defeat inflicted on 
American air forces in the Philippines on 
the same day. The Far East Air Force had 
been designed as a striking force to hit the 
enemy before he could reach Philippine 

47 Ibid.; Brereton, Diaries, p. 50. General Suth- 
erland has no recollection of such a telephone call. 
Interv, author with Sutherland, 12 Jun 51. 

48 Japanese Naval Opns in Phil Invasion, p. 7. 
An additional fighter of the 4th Carrier Squadron 
was lost at Davao. Craven and Cate, The Army 
Air Forces in World War II, I, 213. There is some 
disagreement on the number of P— 40's lost, some 
sources placing the figure as low as 42. USSBS, 
Japanese Air Power, p. 7. 

shores. The heavy bombers were an offen- 
sive weapon, thought capable of striking 
the enemy's bases and cutting his lines of 
communication. Hopes for the active de- 
fense of the Islands rested on these aircraft. 
At the end of the first day of war, such hopes 
were dead. 

The tragedy of Clark Field, where the 
heavy bombers were caught like so many 
sitting ducks, becomes even more tragic 
when one considers the strange sequence of 
events that preceded it. Even before the 
war, the danger of basing the B-17's on 
Clark Field had been recognized. General 
MacArthur had written to General Mar- 
shall on 29 November, "The location of 
potential enemy fields and types of aircraft 
indicate that heavy bombers should be lo- 
cated south of Luzon where they would be 
reasonably safe from attack." He intended 
at the time to base the bombers in the 
Visayas. 49 Time did not permit the con- 
struction of fields there, but before the out- 
break of hostilities he did order General 
Brereton to move the heavy bombers from 
Clark Field to Mindanao. 50 

During the first week in December, 
Brereton had sent two squadrons of B— 17's 
to the recently constructed field at Del 
Monte in Mindanao. The decision to move 
only two squadrons, Brereton states, was 
based on the expected arrival from the 
United States of the 7th Bombardment 
Group which was to be stationed at Del 
Monte. Had all the heavy bombers on 
Clark been transferred to Mindanao, there 
would have been no room for the 7th when 
it arrived. 51 

48 Ltr, MacArthur to Marshall, 29 Nov 41, WPD 

"New York Times, September 28, 1946, p. 6; 
interv, author with Sutherland, 1 2 Nov 46. 
51 Brereton, Diaries, pp. 35-36. 



General Sutherland's version of the same 
incident differs considerably from that of 
the air force commander. It was at his in- 
sistence, he recollected, that even the two 
squadrons were sent south. "General 
Brereton," he says, "did not want them to 
go." Sutherland says he had ordered all 
the B-l 7's moved to Del Monte. On check- 
ing, he had found that only half of the 
planes had been sent and that General Mac- 
Arthur's orders had not been obeyed. 52 

Wherever the responsibility lies for fail- 
ing to move all the B-l 7's south, there still 
remains the question of why the remaining 
bombers were caught on the ground. 
Brereton argues that had he been permitted 
to attack Formosa when he wished, the 
planes would not have been on the field. 
Implicit is the assumption that if the raid 
had been successful, the Japanese could not 
have made their own attack. MacArthur 
denied knowledge of such a proposal in 
1946, but in a radio sent on 8 December 
1941 he stated that he intended to attack 
Formosa the next morning. General Suth- 
erland, in one interview, claimed that Bre- 
reton was responsible for deferring the 
attack, and in another interview, that he 
himself deferred the attack because the Far 
East Air Force did not have sufficient target 
data for such an attack. It is clear that 
this project was discussed by Brereton and 
Sutherland, that MacArthur mentioned it 
in a radio that day, and that authorization 
to execute the attack was delayed until 1 100 
that morning. 

Whether such an attack would have 
had a serious chance of success is not ar- 
gued by either Sutherland or Brereton. 
Knowing now what the Japanese had at 

" Intervs, author and Edmonds with Sutherland. 
General Kenney was also told this story by Suther- 
land. General Kenney Reports, -p. 27. 

Formosa, the possibility of a successful raid 
by the B-l 7's seems extremely remote. 
The Far East Air Force admittedly had 
sketchy information on the strength and 
disposition of the Japanese forces on For- 
mosa. Had it been known that there were 
over five hundred Japanese planes waiting 
on Formosa, ready to take off, it is doubtful 
that anyone would have considered the 
project seriously. Moreover, the B-l 7's 
would have had to fly to Formosa, out of 
fighter range, unescorted. Once there, 
they would have been greeted by swarms of 
Zeros. "An attack on Formosa, with its 
heavy air concentrations," MacArthur 
later wrote, ". . . was impossible, would 
have had no chance of success." 53 Suth- 
erland's request for a photo reconnaissance 
mission prior to an attack would appear, 
therefore, to have been entirely justified. 
The heavy bombers were indeed far too 
valuable to risk in so hazardous a mis- 

Another unresolved question is why the 
warning of approaching Japanese aircraft 
did not reach the bomber commander at 
Clark Field in time to meet the attack. All 
forces in the Philippines had knowledge of 
the attack on Pearl Harbor hours before the 
first Japanese bombers appeared over Lu- 
zon. A dawn raid at Davao had given 
notice that the Japanese had no intention 
of bypassing the archipelago. The early 
morning bombings on Luzon gave even 
more pointed warning that an attack 
against the major airbase in the Islands 
could be expected. Colonel Campbell tes- 
tifies that Clark Field had received word of 
the approaching Japanese aircraft before 
the attack. Colonel Eubank states that no 
such warning was ever received. Other of- 
ficers speak of the breakdown of commu- 

"New York Times, September 28, 1946, p. 6. 



nications at this critical juncture. There 
is no way of resolving this conflicting 

Assuming that Colonel Eubank did not 
receive the warning from Nielson Field, 
there still remains one final question. Were 
the aircraft on the field adequately dis- 
persed for wartime condition? It is not 
possible to state definitely how the aircraft 
were dispersed when they came in at 1 130. 
There surely must have been some recogni- 
tion of the danger of an enemy air attack at 
any moment. The Japanese state that they 
were "surprised to find the American air- 
craft lined up on the field." 84 And at least 
one flight of four B-17's was lined neatly 
on the field when the Japanese came over. 
Captain Ind tells of finding photographs, 
one of which was taken by an American 
pilot flying over the field, showing the 
planes inadequately dispersed for any but 
high-level bombing attacks. "This entire 
set of photographs," he says, "was removed 
from my desk a few nights later. No one 
seemed to know what had happened to 
them." M This question, like the others, 
remains unanswered. 

The full story of the events which pre- 
ceded the Japanese air attacks against the 
Far East Air Force on the first day of the 
war will probably never be known. There 
was no time for reports, and if any records 
ever existed they have since been lost. The 
historian must rely on the memories of par- 
ticipants whose stories conflict at numerous 
points. General Arnold, eight years after 
the event, wrote that he was never able "to 
get the real story of what happened in the 
Philippines." Brereton's diary, in his opin- 

K Interrog of Comdr Nomura, 28 Nov 45, USSBS, 
Interrogations of Japanese Officials, II, 531; Japa- 
nese Naval Opns in Phil Invasion, p. 6. 

10 Ind, Bataan, The Judgment Seat, p. 101. 

ion, did not provide "a complete and ac- 
curate account," and General Sutherland's 
story "does not completely clear it up, by 
any means." 66 

Whatever the answers to the questions 
one may ask about the events of 8-9 De- 
cember 1941 on Luzon, the significance of 
these events is clear. As at Pearl Harbor, 
the Japanese had removed in one stroke the 
greatest single obstacle to their advance 
southward. The Philippine garrison could 
expect little help in the near future. It was 
now almost entirely surrounded. The only 
path open lay to the south, and that, too, 
soon would be closed. 

The Fleet Moves South 

The mission of the Asiatic Fleet in the 
event of war was to support the defense of 
the Philippines "as long as that defense 
continues." The actual employment of lo- 
cal naval defense forces was entrusted to 
the commander of the 1 6th Naval District, 
who was responsible for the joint tactical 
and strategical employment of his forces in 
co-operation with the Army. The com- 
mander of the Asiatic Fleet, at his discretion 
and when the situation demanded, was au- 
thorized to "shift base to British and Dutch 
ports." 57 

The force assigned for this task was piti- 
fully small and deployed over a distance of 
more than 1,500 miles, from northern Lu- 
zon to Borneo. In the Manila Bay area 
were 5 destroyers, 2 of which were under 
repair and 3 on patrol; 27 submarines with 
their 3 tenders — 3 of the underwater craft 

66 Arnold, Global Mission, p. 272. 

" Navy Basic War Plan Rainbow 5 (Short Title: 
WPL^46), 26 May 41, Ch. Ill, reproduced in 
Pearl Harbor Attack Hearings, Exhibit 129, Part 
18, p. 2875. 



were being overhauled; 28 Catalinas (twin- 
engine patrol bombers or PBY's) ; 4 utility 
planes; and 1 observation plane. The 
planes were organized into Patrol Wing 10 
under Capt. F. D. Wagner, with one full 
squadron operating from Sangley Point, 
Cavite, and the remainder from Olongapo. 
In addition, there were 6 gunboats, a simi- 
lar number of motor torpedo boats, 5 mine- 
sweepers, and other auxiliary craft in the 
area. At Mariveles was the floating dry 
dock Dewey. The installations of the 1 6th 
Naval District, commanded by Rear Adm. 
Francis W. Rockwell, were centered in Ma- 
nila and Subic Bays — at Cavite, Corregi- 
dor, and Olongapo — with approximately 
2,000 officers and men assigned. The re- 
organized and strengthened 4th Marines, 
with a strength of 1 ,600 and commanded by 
Col. Samuel L. Howard, was at Olon- 
gapo. 58 

The bulk of the surface strength of the 
Asiatic Fleet, organized into Task Force 
5, was based south of Manila Bay. The 
flagship of the task force, the heavy cruiser 
Houston, was at Iloilo, in Panay. The 
light cruiser Boise, which belonged to the 
Pacific Fleet, was also in the Visayas, off 
Cebu, where she had gone after her arrival 
in Manila on 4 December with an Army 
convoy. At the Dutch Borneo port of 
Tarakan was the light cruiser Marblehead 
accompanied by 5 destroyers, and at Balik- 
papan were 4 more destroyers and a tend- 
er. 69 The remaining 2 submarines of the 

M Hart, Narrative of Events, Asiatic Fleet, pp. 
30 ff; Morison, The Rising Sun in the Pacific, pp. 
158-60. Strength of the 16th Naval District and 
4th Marines was obtained from papers lent to the 
author by Admiral Rockwell, and from rad, COM 
16 to OPNAV, 31 Dec 41, Off of Naval Reds. 

59 The deployment of the fleet southward had 
been made as a result of the war warning of 27 
November which ordered a "defensive deployment." 

Asiatic Fleet were on patrol off the Luzon 
coast, 1 in Lingayen Gulf and another in 
Sorsogon Bay. Patrolling to the south and 
linking up with the Dutch patrols from 
Borneo were 2 small aircraft detachments, 
1 at Davao and another on a small island 
south of Palawan. 60 

On the morning of 8 December, the only 
portion of the Asiatic Fleet to come under 
fire was the small aircraft detachment at 
Davao with the tender Preston. After the 
attack from the Ryujo-based dive bombers 
and fighters, Preston let pass four Japanese 
destroyers, and then slipped out of Davao 
Gulf to escape southward. 

Before noon of the 8th, Rear Adm. Wil- 
liam A. Glassford, commander of Task 
Force 5 and recently arrived from China, 
left by plane for Iloilo to hoist his flag 
aboard the Houston. He was joined there 
by the Boise from Cebu. That evening the 
aircraft tender Langley, protected by two 
destroyers, slipped out of Manila Bay under 
cover of darkness to join the cruisers at 
Panay. From there Glassford, on orders 
from Admiral Hart, led his small fleet south 
to Dutch Borneo to pick up oil and to as- 
semble the rest of his force. He met no 
enemy ships on the way, only a long line 
of merchant vessels making good their es- 
cape. 61 Thus, by the end of the first day 
of war, the striking force of the Asiatic 

Ltr, Hart to Ward, 19 Dec 51, OCMH. The de- 
stroyers at Balikpapan were ordered to Batavia on 
6 December^ and en route were redirected to Singa- 
pore. They were later recalled to Borneo to join 
the rest of Task Force 5. Hart, Narrative of 
Events, Asiatic Fleet, pp. 36, 41. 

""The disposition of the fleet is also covered in 
The Java Sea Campaign, Office of Naval Intel- 
ligence (ONI) Combat Narratives, pp. 1-6. 

" Hart, Narrative of Events, Asiatic Fleet, p. 37 ; 
The Java Sea Campaign, ONI Combat Narrative, 
pp. 4—6. 



Fleet, Task Force 5, was steaming south, 
and on 10 December had left Philippine 

The Japanese Gain Air and Naval 

The Japanese followed up their successes 
of the first day of war with a series of air 
attacks aimed at destroying or driving 
American air and naval power from the 
Philippines. Before dawn of the 9th 7 Jap- 
anese naval bombers struck Nichols Field 
near Manila. The Japanese had planned a 
larger attack but the fog had again rolled 
in over Formosa during the early morning 
hours. The 7 bombers were enough to do 
the job. The loss of 2 or 3 P-40's, as well 
as other planes, and the destruction of 
ground installations completed the havoc 
begun at noon the previous day. 62 

On the 9th ground crews worked des- 
perately to patch up the damaged planes, 
and units were reorganized. Antiaircraft 
defenses, especially in the Manila area, 
were strengthened, and one battery of the 
60th Coast Artillery (AA) which had left 
Corregidor after dark on the 8th was in po- 
sition on the morning of the 9th to furnish 
local protection for the port area, Nichols 
Field, and the oil storage and railroad 
yards. 63 About five hundred men of the 
200th Coast Artillery (AA) from Clark 
Field were dispatched to Manila during the 
day, supplied with equipment from the 
Philippine Ordnance Depot, and organized 
into a provisional antiaircraft regiment, later 
designated the 515th. 64 

" Craven and Cate, The Army Air Forces in 
World War II, I, 213; Japanese Naval Opns in 
Phil Invasion, pp. 6-7. 

83 Harbor Defenses Rpt of Opns, p. 18. 

M Prov C A Brig Rpt of Opns, p. 1 . 

The air attack against Formosa which 
General MacArthur had promised for the 
9th never materialized. 65 At 0800 one 
B— 1 7 took off from Clark Field for a photo 
reconnaissance mission over Formosa but 
was forced back because of mechanical dif- 
ficulty. Army fighters flew reconnaissance 
missions over northern Luzon and the 
PBY's of Patrol Wing 10 continued their 
patrols to the west and northwest. Nu- 
merous reports of enemy sightings were re- 
ceived but on investigation proved to be 
unfounded. Such reports, Hart noted, 
placed all Japanese vessels in one of two 
categories, "either a Transport or a Battle- 
ship !" 66 The Japanese also searched north 
Luzon during the day for evidence of Amer- 
ican air activities. 67 

On the 9th, the thirteen heavy bombers 
on Mindanao moved forward to Luzon. 
Six of the Flying Fortresses landed at ill- 
fated Clark Field at 1430; the rest reached 
San Marcelino, an emergency field along 
the west coast of Luzon, later in the after- 
noon. The B-17's at Clark refueled and 
took off immediately after their arrival, re- 
maining in the air until dark to avoid being 
caught on the ground as had the others the 
day before. 68 

" Rad, MacArthur to AGWAR, No. 1133, 8 Dec 
41, AG 381 (11-27-41 Gen) Far East. 

" Hart, Narrative of Events, Asiatic Fleet, p. 38 ; 
Brereton, Diaries, p. 45; interv, Edmonds with 
Sutherland, Jun 45. 

a7 5 th Air Gp Opns, p. 16. 

" Craven and Cate, The Army Air Forces in 
World War II, I, 214. There seems to be some 
confusion as to the number of B-17's at Del Monte. 
The History of the Fifth Air Force states that only 
12 heavy bombers were based there. Brereton 
states that 16 B-17's had gone to Mindanao on 
the 5th, and Craven and Cate, as well as Brereton, 
state that 1 3 flew up from Mindanao to Clark Field 
on the 9th. Brereton, Diaries, pp. 36, 44-45; 
Craven and Cate, The Army Air Forces in World 
War II, I, 214. The author has accepted these 
last figures. 



The weather over Formosa on the morn- 
ing of 10 December was threatening, but 
the Japanese, anticipating a change for the 
better, decided to press their advantage. 
Naval planes took off about 1000 to strike 
Luzon again. This time the target was the 
Manila Bay area. 69 First warning of the 
approach of Japanese planes reached the 
Interceptor Command at Nielson Field at 
1115, and fighters were immediately dis- 
patched to cover Manila Bay, the port area, 
and Bataan. A half hour later, the enemy 
aircraft hit the Del Carmen Field near 
Clark, and the Nichols and Nielson Fields, 
near Manila. So severe was the attack 
against Nichols and so great the number 
of bombs dropped that the men at Nielson, 
nearly two miles away, thought the bombs 
were falling on their own field. The pat- 
tern set at Clark Field two days earlier was 
repeated. High-level bombers came in first 
and hit the barracks, offices, and ware- 
houses. The fighters then came in at low 
level to strafe the grounded planes and in- 
stallations. American planes returning to 
refuel were attacked by Zeros and destroyed. 
There was no antiaircraft fire and no fighter 
protection over the field; all the pursuits 
were engaged over Manila Bay. 70 

The naval base at Cavite received no 
less attention than Nichols Field. The 
Japanese force had divided north of Manila, 
and part had turned east toward the army 
installations. The rest, 54 bombers, had 
continued south toward Cavite on the south 
shore of Manila Bay. Half of these bomb- 
ers attacked ships and small craft in the 
bay and the remainder went on toward the 

* Japanese Naval Opns in Phil Invasion, pp. 7-8. 

,0 Ind, Bataan, The Judgment Seat, pp. 119-20; 
Craven and Cate, The Army Air Forces in World 
War II, I, 218; Diary of Cpl L. Arthutick, 17th 
Pursuit Sq, OCMH; Japanese Naval Opns in Phil 
Invasion, p. 7. 

naval base. With maddening deliberation, 
the bombers flew over Cavite, dropping 
their bombs from a height of 20,000 feet, 
above the range of the 9 3-inch antiaircraft 
guns protecting the base. Almost every 
bomb fell within the navy yard. After the 
first run, the first flight withdrew and the 
other 27 bombers, having completed their 
attack against ships in the bay, flew in to 
strike the target. 71 

The attack lasted for two hours. As at 
Clark and Nichols, the opposition was feeble 
and the damage extensive. The entire yard 
was set ablaze ; the power plant, dispensary, 
repair shops, warehouses, barracks, and 
radio station received direct hits. Greatest 
damage was done by the fire which spread 
rapidly and was soon out of control. Ad- 
miral Rockwell estimated that five hundred 
men were killed or seriously wounded that 
day. 72 The large submarine Sealion re- 
ceived a direct hit, but Seadragon was 
pulled away in time by its tender. The 
most serious loss to the submarine force, 
however, was the destruction of well over 
two hundred torpedoes. 73 

Throughout the attack, Admiral Hart 
had watched the destruction of Cavite from 
atop the Marsman Building. That night, 
after receiving an account of the damage 
done, he reported to the Chief of Naval Op- 
erations in Washington that he regarded 
Manila untenable as a naval base since the 

"Admiral Rockwell, Narrative of Naval Activ- 
ities in Luzon Area, 1 Dec 41-19 Mar 42, p. 4, Off 
of Naval Reds ; Japanese Naval Opns in Phil Inva- 
sion, p. 7; Morison, Rising Sun in the Pacific, 
p. 171. 

72 Rockwell, Naval Activities in Luzon Area, p. 4. 

78 Morison, Rising Sun in the Pacific, p. 172; The 
Java Sea Campaign, ONI Combat Narrative, p. 6. 
Admiral Hart states that the submarine torpedoes 
had been moved to Corregidor and that the tor- 
pedoes lost were destroyer torpedoes. Ltr, Hart to 
Ward, 19 Dec 51. OCMH. 


enemy had control of the air, but promised 
to "continue submarine and air operations 
as long as possible." 74 He then sent 2 de- 
stroyers, 3 gunboats, 2 submarine tenders, 
and 2 minesweepers south to join Task 
Force 5. "It is unfortunate," he noted in 
his report, "that two or three additional 
small ships were not sent south at this 
time." 7 ? 

The naval vessels were not the only ships 
to move south. At the start of the war 
there had been about forty large merchant 
ships, many with valuable cargoes, in Ma- 
nila Bay. The Navy had promptly closed 
the bay to all outbound traffic, and had 
extinguished the lighthouses on Corregidor 
and two other outlying islands. 76 Fortu- 
nately the merchant vessels had escaped 
attack during the first day of operations. 

In the next two days, many commercial 
vessels sought protection in Manila Bay and 
were guided through the mine fields by the 
inshore patrol. During the attack of the 
10th, the Japanese had dropped a few 
bombs among these ships, scoring one hit. 
Admiral Hart had told the shipmasters on 
the 1 1 th that their vessels would be safer 
in Visayan ports, and that evening the com- 
mercial vessels began to steam out of Manila 
Bay. All but one finally escaped. 77 The 
Japanese had missed a golden opportunity 
to cripple Allied shipping. 

On the morning of the 11th the fires at 

"Rad, CINCAF to OPNAV, 10 Dec 41, 101330, 
War Diary of 16th Naval Dist, Off of Naval Reds. 
The Navy Department approved Hart's action and 
at a meeting of the Joint Board on 10 December 
informed the Army of Hart's decision. Min, JB 
Mtg, 1 Dec 4 1 , OPD Reg Doc. 

** Hart, Narrative of Events, Asiatic Fleet, p. 39. 

™ Harbor Defenses Rpt of Opns, p. 17. Later, 
on 16 December, limited use of the lighthouse on 
Corregidor was allowed. 

™ Ibid.; Hart, Narrative of Events, Asiatic Fleet, 
pp. 39-40. 


Cavite were burning more fiercely than 
ever. Evidently there was no chance of 
saving the yard. When Rockwell reported 
to Hart in Manila that day the two men 
agreed to salvage as much as possible from 
the ruins. Remaining supplies were to be 
distributed among the installations at 
Manila, Corregidor, and Mariveles. The 
base at Sangley Point was to be maintained 
as long as possible, and when no longer 
tenable the radio station and fuel supply 
were to be moved to Corregidor. 73 

Meanwhile, the Japanese air force con- 
tinued the systematic destruction of the air 
and naval forces remaining in the Philip- 
pines. There had been no raids on the 
11th, largely because the weather over 
Formosa had been bad. The planes re- 
turning from the raid on the 10th had been 
forced to set down wherever they could, 
thus scattering units among the many For- 
mosan fields. The next day was spent in 
reassembling the units. 79 On the 12th 
and 13th the Japanese again attacked 
in force. On these two days hundreds of 
Japanese Army and Navy planes struck 
targets on Luzon at will in a final effort to 
destroy the remnants of the Far East Air 
Force and the Asiatic Fleet. 

By this time American air power was at 
a low ebb. There were only 22 P-40's in 
commission, with 6 more promised if they 
could be repaired in time. In addition, 
between 5 and 8 P-35's and a handful of 
the obsolete P-26's were operational. Six- 
teen heavy bombers were still in commis- 
sion but 5 of these were suitable only for 
low-altitude flights and another 4 were not 
fit for tactical missions. With the Far 
East Air Force thus reduced in strength it 

™ Rockwell, Naval Activities in Luzon Area, pp. 


™ Japanese Naval Opns in Phil Invasion, pp. 7-8. 



was decided to use the remaining planes 
for reconnaissance in order to conserve them 
as long as possible. The pursuit planes 
were based at Clark and Nichols, and the 
heavy bombers were withdrawn to Del 
Monte. On the morning of the 12th few 
American planes remained to hinder the 
Japanese. 80 

The enemy attack on the 12th came at 
noon, the hour when Clark and Cavite had 
been hit. Sixty-three naval bombers from 
Takao in Formosa arrived over Central Lu- 
zon between 1 130 and 1200 and struck Iba 
and Clark Fields. Only a small number of 
planes flew over Clark; the remainder de- 
livered the main attack against Iba, report- 
ing the destruction of ten planes on the 
ground. 81 

That morning, the PBY's at Olongapo 
had been dispatched on a fruitless search 
for a nonexistent Japanese carrier reported 
off the Luzon coast. They were followed 
in by a Japanese force of Zeros which had 
been escorting a large number of bombers 
in a scheduled strike against one of the 
Manila fields. When the mission was can- 
celed on account of poor weather over the 
target, the Zeros sought targets elsewhere. 
The returning PBY's offered an opportu- 
nity too good to be missed. Unseen by the 
Americans, the Japanese planes waited for 
the seven Navy patrol bombers to land, and 
then destroyed them at leisure. 82 These 
same planes then went on to attack Batan- 
gas before returning to Formosa. MacAr- 

80 Craven and Cate, The Army Air Forces in 
World War II, I, 218-19; Brereton, Diaries, p. 51 ; 
Ind. Bataan, The Judgment Seat, p. 124; Hist of 
Fifth Air Force, p. 22. 

81 Japanese Naval Opns in Phil Invasion, p. 8. 
American sources do not mention an attack at Iba. 

82 Ibid.; Morison, Rising Sun in the Pacific, p. 1 73. 

thur reported at the end of the day that "the 
crescendo of enemy air offensive was rapidly 
rising," with attacks by at least 1 13 planes. 
"Pilots have been ordered to avoid direct 
combat," he explained, in order to make a 
"show of strength and to have air recon- 
naissance." 83 

The next day almost 200 Japanese planes 
were over Luzon. The first attack came at 
dawn against Del Carmen. At 1030 and 
at 1 100 Clark Field was attacked. About 
the same time Baguio and Tarlac were hit. 
These early strikes were made by Army 
planes. At 1230 the naval bombers put in 
an appearance. During the afternoon, Del 
Carmen, Clark, Nichols, Cabanatuan, and 
Batangas were hit at least once. The fields, 
already strewn with wrecked planes, re- 
ceived further damage. Over Subic Bay 
additional PBY's were destroyed, leaving 
less than a full squadron in Patrol Wing 10. 
By the end of the day, American Army and 
Navy air power in the Philippines had been 
virtually destroyed. 84 

One thing was clear to Admiral Hart by 
this time: the United States forces in the 
Philippines were on their own. With the 
loss of air power the possibility of effective 
naval support was extremely limited and the 
sea lanes along which reinforcements could 
be expected to travel were closed. He felt, 
therefore, that he must salvage what he 
could of the Asiatic Fleet for later opera- 
tions in the defense of the Malay Barrier. 
On 14 December he sent out the remaining 
bombers of Patrol Wing 10, together with 
three tenders and such extra personnel 

^Rad, Mac Arthur to AG WAR, 12 Dec 41, AG 
381 (11-27-41 Gen) Far East. 

84 5th Air Gp Opns, p. 22; Japanese Naval Opns 
in Phil Invasion, p. 8; The Java Sea Campaign, 
ONI Narrative, p. 7. 



and spare parts as could be carried south- 
ward. 85 Staff officers, including the chief 
of staff of the Asiatic Fleet, followed by 
plane and by boat. All that remained of 
the Asiatic Fleet in Philippine waters were 
2 destroyers ( 1 under repair), 6 motor tor- 
pedo boats, 2 tenders, 3 gunboats, and var- 
ious small craft, in addition to the 27 sub- 
marines. Admiral Hart himself decided to 
remain in Manila as long as the underwater 
craft could be operated and serviced from 
there. 86 

The position of the heavy bombers in 
Mindanao had by now become precarious. 
The Japanese were flying extensive recon- 
naissance missions in an effort to discover 
the remaining American aircraft. Thus far 
they had been unable to find the Del Monte 
field, but it was only a question of time be- 
fore this last haven would be discovered and 
destroyed. Moreover, it was becoming in- 
creasingly difficult to service the B— 1 7's with 
the inadequate facilities at Del Monte. 
There were no spare parts, engines, or pro- 
pellers for the B-17's in the Philippines; 
B-18's and damaged B-17's had to be can- 
nibalized to keep the bombers flying. The 
only tools were those in the possession of 
the crews. The men who worked on the 
planes all night often got no rest the next 
day because of air alerts. On some days the 
heavy bombers had to remain aloft during 
the daylight hours to avoid destruction on 
the ground. They dodged back and forth 

85 Hart, Narrative of Events. Asiatic Fleet, p. 41. 

M Ibid.; rad, CINCAF to Naval Observer, Singa- 
pore, 16 Dec 41, 160755, War Diary of 16th Naval 
Dist, Off of Naval Reds. 

between Mindanao and Luzon, playing "a 
game of hide-and-seek that wore out men 
as well as planes." 87 

Under these conditions, it was evident 
that the remaining heavy bombers could 
not operate efficiently in the Philippines. 
General Brereton therefore requested au- 
thority on 15 December to move the B— 17's 
to Darwin in northwest Australia, 1,500 
miles away, where they could be based 
safely and serviced properly. His intention 
was to operate from fields near Darwin, us- 
ing Clark and Del Monte as advance bases 
from which to strike enemy targets in the 
Philippines. Sutherland approved the plan 
the same day and secured General MacAr- 
thur's concurrence. The planes were im- 
mediately prepared for the long flight 
southward, and two days later the first group 
of B-17's left Del Monte airfield. By the 
following evening ten of the bombers had 
reached Batchelor Field outside Darwin. 
They had left Mindanao none too soon, 
for on the 19th the field at Del Monte re- 
ceived its first major air attack from Japa- 
nese planes based on the carrier Ryujo. ea 

By 15 December the air strength of the 
Philippines had been reduced to a handful 
of fighters. All hopes for preventing the 
main Japanese landings soon to come and 
for keeping the supply routes open rested 
now on these few planes and on the sub- 
marines of the Asiatic Fleet. 

87 Brereton, Diaries, p. 55. 

** Hist of Fifth Air Force, p. 2 1 ; Brereton, Diaries, 
pp. 55, 57, 59; Craven and Cate, The Army Air 
Forces in World War II, I, 221-22. The Darwin- 
based B-17's flew missions against the Japanese in 
Mindanao on 22 and 24 December. 


The First 

The Japanese did not wait for the de- 
struction of American air and naval forces 
to begin landings in the Philippine Archi- 
pelago. Hours before the first Japanese 
plane had taken off to attack targets in the 
Philippine Islands, three task forces had 
sailed south from Formosa ports under cover 
of darkness on the evening of 7 December 
(Tokyo time). Their destination was the 
Philippine Islands; two were to land on 
northern Luzon, and the third was headed 
for the tiny island of Batan about 150 
miles to the north. The next day another 
task force left Palau and steamed toward 
Legaspi, near the southeast tip of Luzon. 
At the same time, a fifth task force, sched- 
uled to seize Davao, the principal port in 
Mindanao , was assembling at Palau. 
(Map 3)| 

Altogether, the Japanese planned six ad- 
vance landings: Batan Island, Aparri, Vi- 
gan, Legaspi, Davao, and Jolo Island. All 
but the last two were on or near Luzon 
and were designed to provide the Japanese 
with advance bases from which short-range 
fighters could attack the fields of the Far 
East Air Force and support the main land- 
ings to follow. A base at Legaspi, the Japa- 
nese believed, would, in addition to pro- 
viding an airfield, give them control of San 
Bernardino Strait, between Luzon and 
Samar, and prevent the Americans from 
bringing in reinforcements. The landings 
at Davao and Jolo Island were designed to 
secure advance bases for a later move south- 
ward into the Netherlands Indies. The 


Japanese hoped also, by landing in Min- 
danao, to isolate the Philippine Archipelago 
from Allied bases to the south and to cut 
the American route of withdrawal and 

The forces assigned to these landings were 
small, even for such limited objectives. But 
to secure so many detachments for the ad- 
vance landings, General Homma had had to 
weaken seriously the two combat divisions 
Imperial General Headquarters had allot- 
ted to him for the Philippine invasion. Not 
one of the advance landing detachments was 
strong enough to withstand a determined 
counterattack; the largest was only about 
as large as a regiment, and the smallest was 
hardly stronger than a company. More- 
over, the timetable for invasion was a com- 
plicated one and could easily be upset by 
any unexpected event. 

It has been claimed that the preliminary 
landings were part of a clever Japanese 
scheme to draw the American forces to- 
ward widely separated points and then cut 
them off by later landings. 1 There is no 
evidence for such a view. General Homma 
had no intention of drawing the American 
troops to the landing points and was not 
naive enough to hope to deceive the Ameri- 
cans by so obvious a ruse. Nor did he have 
the troops to spare for such an effort. The 
size of the forces assigned to the preliminary 

1 Japanese Land Opns, 8 Dec 41-8 Jun 42, Cam- 
paign Study 3, 18 Nov 42, MIS; Wainwright, The 
Wainwright Story, p. 27; Hunt, Mac Arthur and the 
War Against Japan, p. 36. 

MAP 3 



landings and the places selected for the 
landings revealed their true purpose almost 
immediately to the American command. 

Batan Island 

The first Japanese invaders on Philip- 
pine soil went ashore on Batan Island in 
Luzon Strait, midway between Formosa 
and Luzon, at dawn 8 December. The 
invasion force, which had left the For- 
mosan ports of Takao and Hozan on the 
evening of the 7th, consisted of 2 transports 
escorted by 1 destroyer, 4 torpedo boats, 
and a large number of other small vessels. 
Aboard the transports was a naval combat 
unit of 490 men as well as air corps troops 
who were to establish an airbase on the is- 
land. The combat troops quickly seized 
the airfield near Basco, and air force troops 
came ashore! to inspect the field. It was 
found to be barely suitable for fighter and 
reconnaissance planes, but to require ex- 
pansion for large-scale operations. The 
next day, while construction crews worked 
on the field, planes of the 24th and 50th 
Fighter Regiments began operations from 
the Basco base. 

When the success of the attack on Clark 
Field became known, the Japanese discon- 
tinued work on the Batan Island field. 
Such a base was now unnecessary. Early 
on the morning of the 10th, the men of the 
3d Gunboat Division, part of the Batan At- 
tack Force, seized Camiguin Island to the 
south. A seaplane base was immediately 
established on the island by the naval base 
force, thus providing the Japanese with an 
airbase only thirty-five miles north of 
Aparri. 2 

s 14th Army Opns, I, 40; Japanese Naval Opns 
in Phil Invasion, p. 11; 5th Air Gp Opns, pp. 12, 
16; Morison, Rising Sun in the Pacific, pp.. 161, 174. 

The Americans did not oppose the Batan 
Island landing and seem to have been en- 
tirely unaware of it. In fact, General Mac- 
Arthur reported on the 9th after the 
Batan Island landing, that the enemy had 
not yet landed. 8 It is extremely unlikely 
that even if USAFFE had been warned of 
the assault any effort would have been made 
to meet it. On the morning of the 8th, 
American planes were being sent aloft to 
intercept reported enemy flights over Luzon. 
By the 10th the Far East Air Force had 
already been reduced to half strength, and 
the Japanese had begun to land on the 
island of Luzon itself. 

The Landings on North Luzon 

Luzon is a curiously shaped island. The 
northern part of the island is about 125 
miles wide, with only one major indenta- 
tion along the west coast, at Lingayen Gulf. 
Mountain ranges extend along the east and 
west coasts to the central plains just above 
Manila. The range on the east extends 
southward to Tayabas Bay. To the west of 
the central plain are the Zambales Moun- 
tains which face the South China Sea across 
a narrow coastal plain. The southern por- 
tion of Luzon is narrow and irregular in 
shape, trailing away in a southeasterly di- 
rection for 1 80 miles. 

North of Manila, the island of Luzon is 
shaped like a mittened, giant right hand, 
palm down, with the index finger' pointing 
directly at Formosa. Lingayen Gulf lies 
between the thumb and the forefinger. 
From Lingayen south across the top of the 
hand, like so many veins, are the highways 
and roads leading to Manila. At the tip of 
the ring finger lies Aparri, and midway 

3 Rad, Mac Arthur to AG WAR, No. 1135, 9 Dec 
41, AG 381 (11-27-41 Gen) Far East. 




along the forefinger is Vigan. Both were 
next on the Japanese timetable for inva- 

Aparri was, before the war, a fairly large 
port with a population of 26,500. Located 
at the mouth of the Cagayan River and at 
the head of the Cagayan valley, with 
formidable mountain ranges to the east, 
west, and south, Aparri could be reached 
from the central plains only by way of 
Balete Pass from the south or by the coastal 
road around the northern tip of Luzon. 
The most direct route from Manila to 
Aparri, along Route 5 through the pass, 
was 275 miles long; the more circuitous 
route along the coast was 100 miles longer. 
The Americans could safely assume that 
any force landing at Aparri would not have 
Manila as its destination. The Cagayan 
valley was not the route of invasion. 

Vigan, the capital of Ilocos Sur Province, 
lies on the western shore of Luzon, about 
220 miles north of Manila on Route 3. To 
the east lie the Cordillera Mountains sepa- 
rating the Cagayan valley from the narrow 
coastal plain. About three miles south of 
Vigan is the mouth of the Abra River, one 
of the five principal waterways of Luzon. 
The port for Vigan is Pandan, on the north 
bank of the river's mouth, linked to the 
provincial capital by a hard-surface, all- 
weather road. 

Both Aparri and Vigan were in the area 
defended by General Wainwright's North 
Luzon Force. With only three Philippine 
Army divisions, a Philippine Scout cavalry 
regiment and infantry battalion, one bat- 
tery of field artillery, and a quartermaster 
troop, General Wainwright had to defend 
an area about 625 miles long and 1 25 miles 
wide at its widest point. The most he could 
spare for the entire northern portion of 

Luzon was one partially trained and 
equipped Philippine Army division, the 
11th, commanded by Col. William E. 
Brougher. His task was made even more 
difficult by the absence of headquarters per- 
sonnel and corps troops necessary to direct 
and support operations in so large an area. 

The 1 1th Division, like the other Philip- 
pine Army reserve divisions, had begun to 
mobilize in September. At the start of the 
war, its infantry regiments were only at two- 
thirds their authorized strength of 1,500 
men per regiment; its artillery was in the 
process of mobilization and had not yet 
joined the division; service elements had 
joined, but had not yet been organized or 
trained as units. Transportation was prac- 
tically nonexistent. The division suffered 
from a serious shortage of equipment. In- 
dividual training, especially in rifle marks- 
manship, scouting, and patrolling, was in- 
adequate. Only one regiment of the 
division had begun to train in units larger 
than company or battery size. 4 

The 1 1th Division, with responsibility for 
the entire area north of Lingayen Gulf, was 
spread butter thin. Most of the division 
was in position along the gulf as far north 
as San Fernando, La Union. 5 Beyond that 
point it maintained only small patrols. One 
battalion of the division, the 3d Battalion, 
12th Infantry, was assigned to defend all 
of the Cagayan valley. This battalion had 
its command post at Tuguegarao, with one 

4 NLF and I Corps Rpt of Opns, pp. 3-5, Annex 
USFIP Rpt of Opns, p. 10. 

8 There are two towns named San Fernando in 
northern Luzon, both of which figure largely in the 
campaign. One is in La Union Province, along 
the shore of Lingayen Gulf. The other is in 
Pampanga Province, and is the gateway to Bataan. 



company posted fifty miles to the north, at 
Aparri. There were no troops at Vigan. 6 

For the landings in north Luzon General 
Homma organized two forces from the 48th 
Division's 2d Formosa Infantry Regiment. 
The force which was to land at Aparri 
numbered approximately 2,000 men. Its 
main infantry element was the regimental 
headquarters, the 2d Battalion, and half of 
the 1st Battalion. In command was Col. 
Toru Tanaka, the regimental commander, 
hence the name Tanaka Detachment. The 
unit scheduled to take Vigan was known as 
the Kanno Detachment, after the com- 
mander of the 3d Battalion, 2d Formosa.'' 
It was of approximately the same size and 
composition as the Tanaka Detachment, 
and included the rest of the 2d Formosa — 
half of the 1st Battalion and the 3d Battal- 
ion. 3 

The Japanese attached a great deal of 
importance to the success of the Vigan and 
Aparri landings, and what they lacked in 
ground troops they made up in naval es- 
cort. As a cover force, Vice Adm. Ibo Tak- 
ahashi personally led a flotilla consisting of 

8 NLF and I Corps Rpt of Opns, pp. 6-8 ; Capt 
Wayne C. Liles, 12th Infantry (PA), p. 4, Chunn 
Notebooks, OCMH. The notebooks of Capt Cal- 
vin E. Chunn, an officer of the 45th Infantry (PS), 
contain a large number of brief unit histories. 
These were compiled in prison camp where Captain 
Chunn interviewed officers from many of the units 
which had fought in the campaign and then wrote 
the information in his notebooks. Copies of the 
unit histories are on file in OCMH where they are 
collected in a folder entitled Chunn Notebooks. 
References to these histories throughout this volume 
specify their location in Chunn Notebooks. 

' Full name and rank of Kanno is unknown. He 
was either a lieutenant colonel or major. 

8 14th Army Opns, I, 32-33. Interrogs, Col 
Nakajima, 14th Army staff officer, 25 Apr 47; Col 
Haba, 14th Army staff, Apr 47; Lt Gen Susumu 
Morioka, comdr of 16th Div, 24 Apr 47; Maj 
Kotoshi Doba, 5th Air Gp staff, 19 Apr 47, all in 
Interrogations of Former Japanese Officers, Mil 
Hist Div, GHQ FEC, I. 

two heavy cruisers, the Ashigara and Maya, 
one light cruiser, two destroyers, and a con- 
verted seaplane tender. He left Mako on 
8 December with his fleet, and on the morn- 
ing of the 10th was about 200 miles west 
of Vigan. 9 

The transports left Mako on the eve- 
ning of 7 December, about the same time as 
the Batan Island Attack Force. The 14th 
Army staff watched them sail with mis- 
givings. The success or failure of these 
preliminary landings would have a tre- 
mendous effect upon the main landings to 
follow, and the Japanese feared that the 
Americans might discover and heavily 
damage, if not destroy, the two detach- 
ments. 10 

Careful provision had been made for 
air support. With the first light of day, 
planes of the 24th and 50th Fighter Regi- 
ments appeared overhead to protect the 
conVoy from air and naval attack. All 
that day and the next, 5th Air Group planes 
covered the two convoys. 11 In the early 
morning hours of the 10th, the convoys had 
arrived at their anchorages. Not a single 
American aircraft had been sighted during 
the entire trip. "It was a miracle," stated 
the Japanese, "that it [the convoy] wasn't 
detected by the enemy." 12 Before dawn 
the Tanaka Detachment was waiting off 

'Japanese Naval Opns in Phil Invasion, pp. 
10-1 1 ; Morison, Rising Sun in the Pacific, pp. 161, 
174; interrog of Capt Kawakita Ishihara, 3d Fleet 
Staff, 22 Oct 45, USSBS, Interrogations of Japa- 
nese Officials, I, 83. 

10 14th Army Opns, I, 43. 

"5th Air Gp Opns, pp. 9, 16. Captain Morison 
states that the converted seaplane tender Sanyo 
Maru provided air patrol for the Aparri landings. 
Rising Sun in the Pacific, p. 176. There is some 
evidence from 2d Demob Bureau, Interrogations of 
Former Japanese Officers, G-2, FEC, that the 
Sanyo Maru was still in port being fitted out at the 
time of the Aparri landing. 

12 14th Army Opns, I, 43. 



Aparri'; the Kanno Detachment was off 
Vigan. The wind was strong and the seas 
high. The next few hours would be the 
most critical and hazardous of the entire 

The Landings at Aparri and Gonzaga 

In the first light of dawn, 10 December, 
the men of the Tanaka Detachment began 
to transfer from the transports to the land- 
ing craft. Under cover of fighter aircraft 
from the recently captured field on Batan 
Island, two companies made the trip to 
shore successfully. But strong northeast- 
erly winds and rough sea threatened to do 
what the Americans thus far had made no 
effort to do — frustrate the landings. The 
convoy commander therefore decided to 
land the remaining troops at Gonzaga, over 
twenty miles to the east, where Cape En- 
gano offered partial protection from the 
heavy surf. The convoy sailed east along 
the coast, leaving the two companies at 
Aparri, and on reaching the new anchorage 
the rest of the Tanaka Detachment began 
to debark immediately. 13 

The first report of the landing force, esti- 
mated as a regiment in size, reached Mac- 
Arthur's headquarters late in the day, and 
aircraft were ordered aloft immediately to 
attack the landing force." The purpose of 
the landing was apparently well under- 
stood. Lt. Col. James V. Collier of the 

13 Ibid., 42-43; 5th Air Gp Opns, p. 13. The 
14th Army history states that the landing at Gon- 
zaga was completed at 0550. This is extremely un- 
likely in view of the change in plans made during 
the Aparri landing, and the length of time it must 
have taken to reach the new anchorage. 

M Rad, MacArthur to AGWAR, No. 1148, 10 
Dec 41, AG 381 (11-27-41 Gen) Far East; 
USAFFE-USFIP Rpt of Opns, p. 36 ; Collier, Note- 
books, I, 69. 

G-3 Section noted that the Japanese "most 
assuredly" were attempting to seize airfields 
from which fighters could support Formosa- 
based bombers. 15 That night, the staff at 
USAFFE prepared to take the field, and a 
general plan for establishing an advance 
headquarters at San Fernando, Pampanga, 
with a rear echelon in Manila, was dis- 
cussed. 16 

General Wainwright, the North Luzon 
Force commander, first heard of the Aparri 
landing, this time estimated as a reinforced 
brigade of 3,000 men, while he was inspect- 
ing the beach defenses of the 11th and 21st 
Divisions at Lingayen Gulf. Believing that 
the landing was a feint "to pull some of my 
forces up to that point and weaken the al- 
ready weak defenses in the Lingayen Gulf 
region," Wainwright decided not to offer 
any opposition to the Tanaka Detachment. 11 
Since the only route south was down 
the Cagayan Valley, and since he believed 
that a battalion at Balete Pass could stop "a 
fairly considerable force," he made no dis- 
position to meet the attack. He was certain, 
he later wrote, that the main Japanese 
landings would come "in the areas where I 
had the chief weight of my troops" — Lin- 
gayen Gulf. 18 But he did take the precau- 
tion of sending several scout cars of the 26th 
Cavalry ( PS ) to the Cagayan Valley to pro- 
vide communication with the 1 1 th Division 
troops in that area. 19 MacArthur's head- 
quarters in Manila issued orders to destroy 

15 Collier, Notebooks, I, 69. 

10 Ibid. This plan was never carried out and 
USAFFE headquarters remained in Manila until 
the move to Corregidor at the end of December. 

17 Wainwright, General Wainwright's Story, p. 27. 
This decision may have been made by USAFFE. 
If made by Wainwright, it was undoubtedly con- 
firmed by MacArthur's headquarters. 

" Ibid. 

" NLF and I Corps Rpt of Opns, p. 6. 



bridges in the valley and to establish a block 
at Balete Pass. 20 

The company of the 3d Battalion, 12th 
Infantry, located at Aparri on the morn- 
ing of 10 December was commanded by a 
young reserve officer, Lt. Alvin C. Hadley. 
When the two companies of the Tanaka 
Detachment came ashore at dawn, Lieuten- 
ant Hadley reported the landing to battal- 
ion headquarters at Tuguegarao and was 
ordered to attack immediately and drive the 
enemy into the sea. Estimating the size of 
the force as considerably larger than it was 
he prudently withdrew south along Route 
5, without, so far as is known, firing a shot. 21 

The reaction of the American air forces 
was more spirited. As the Tanaka Detach- 
ment was unloaded at Gonzaga, two 
B-17's appeared overhead. They had 
taken off from Clark Field at about 0930 
with orders to attack and sink the naval ves- 
sels and transports. The first plane, carry- 
ing eight 600-pound bombs, flew over the 
transport area dropping its bombs. Before 
being driven off by the Japanese fighter air- 
craft, the pilot reported a hit on one of the 
transports. In the second plane was Capt. 
Colin P. Kelly, Jr., the first war hero and 
winner of the Distinguished Service Cross. 
Under orders to attack a Japanese carrier 
mistakenly supposed to be near Aparri, 
Captain Kelly had taken off hurriedly in 
the midst of an air raid with only three 600- 
pound bombs. When he was unable to find 
a carrier, Kelly decided to attack what he 

""Rad, Mac Arthur to AG WAR, 10 Dec 41, AG 
381 (11-27-41 Gen) Far East. 

21 Col Glen R. Townsend, CO 11th Inf (PA), 
The Defense of the Philippines, p. 10, OCMH. 
The title of this document is misleading. Actually 
it is an account of the operations of the 11th In- 
fantry. According to Colonel Townsend, Lieuten- 
ant Hadley told him that 10,000 Japanese landed at 
Aparri that morning. 

thought was a large battleship, later pre- 
sumed to be the Haruna. Of the three 
bombs, one is supposed to have been a direct 
hit; two, near misses. As the B-17 flew 
away, the vessel appeared to have stopped, 
with black smoke rising in a heavy cloud 
above it. 22 On return to base, the plane was 
jumped by two enemy fighters and shot 
down. All of the crew except Kelly bailed 
out safely. Captain Kelly's body was later 
recovered in the wreckage. 

Actually Captain Kelly had not attacked 
a battleship, and certainly not the Haruna. 
Nor had he sunk any vessel of the Japanese 
fleet. There were no battleships in Philip- 
pine waters at this time; the Haruna was 
hundreds of miles away supporting the 
Malayan invasion. Only Admiral Taka- 
hashi's cover force, with the heavy cruisers 
Ashigara and Maya, was in the vicinity, 
and it was 200 miles off the west coast of 
Luzon. Kelly was nowhere near this force, 
although the Japanese report it was at- 
tacked by heavy bombers that day. 23 

The air attacks did not seriously hinder 
the Japanese landing at Gonzaga. Two 
other attacks against shipping resulted in 
the reported sinking of a transport. Actu- 
ally, the Japanese suffered only minor dam- 
age ; one minesweeper run aground and an- 
other heavily damaged. 24 

B Hist of Fifth Air Force, p. 18; Army Air Action 
in Phil and NEI, pp. 63-65. 

23 Japanese Naval Opns in Phil Invasion, p. 11; 
Interrog of Capt Ishihara, 22 Oct 45, USSBS, Inter- 
rogations of Japanese Officials, I, 83. American 
sources do not mention an attack against the cover 

M Japanese Naval and Merchant Shipping Losses 
During World War II, Joint Army-Navy Assessment 
Committee, p. 1 ; interrog of Capt Mitsugo Ihara, 
3d Fleet staff, 10 Nov 45, USSBS, Interrogations of 
Japanese Officials, I, 275; Japanese Naval Opns in 
Phil Invasion, p. 10. 



The Tanaka Detachment was ashore and 
in Aparri by 1300, when it reported the 
capture of the airfield. In Aparri it was 
joined by the two companies that had 
landed there earlier. By evening elements 
of the detachment had penetrated six miles 
south to occupy the strip at Camalaniugan. 28 
Construction troops and air service units 
moved in immediately and began to extend 
the airfields, establish depots, and ready the 
strip for operations. It had not been possi- 
ble to bring much heavy equipment ashore 
that day because of the air attacks, and 
some supplies, such as drummed oil, had 
been lost or floated ashore because of the 
transport crews' anxiety to retire. 26 

Early the next morning the Tanaka De- 
tachment began to march south toward Tu- 
guegarao, along Route 5 . Aircraft from the 
50th Fighter Regiment and the 16th Light 
Bombardment Regiment flew over the high- 
way, bombing likely targets. The 3d Bat- 
talion of the 12th Infantry retreated quick- 
ly down the Cagayan valley, offering no op- 
position, and by 0530 on 12 December ele- 
ments of the Tanaka Detachment had 
reached Tuguegarao airfield, fifty miles to 
the south. 27 

The Landing at Vigan 

Simultaneously with the landing at Apar- 
ri, the Kanno Detachment of 2,000 men 
began to debark at Pandan, near Vigan. 
A P-^4-0 pilot flying reconnaissance gave 
the first warning of the attack at 0513 of 
the 10th. Alerted by this message, the 

25 14th Army Opns, I, 42 ; 5th Air Gp Opns, p. 1 3. 

26 Situation of Both Sides Prior to War, ATIS, 
Current Translation 4-6, 2 Jun 43 ; Morison, Rising 
Sun in the Pacific, p. 1 76. 

" Morison, Rising Sun in the Pacific, pp. 174-76. 

Far East Air Force readied five B-17's and 
escorting P-40's and P-35's to bomb the 
invaders. By 0600 the planes were air- 
borne, flying north to the threatened area. 28 
The reception of the Kanno Detachment 
promised to be a warm one. 

As at Aparri, bad weather and heavy seas 
upset the landing schedule. Only a small 
portion of the Japanese force was able to 
get ashore at Pandan that morning, but 
these men quickly moved on to seize Vigan 
by 1030. Meanwhile the convoy came un- 
der attack from American planes and sus- 
pended all efforts to land the rest of the 
force. 29 The five B-17's, each loaded with 
twenty 1 00-pound demolition bombs, came 
in for their first run over the target shortly 
after 0600. They were covered by P-40's 
of the 17th Pursuit Squadron. After the 
B-l 7's had dropped their bombs, the P-40's 
dived through the antiaircraft fire to strafe 
the ships. The P— 35's of the 2 1st Squadron 
now arrived on the scene and, despite the 
lack of armor and leakproof tanks, flew low 
to strafe the invaders again and again. One 
of the transports, hit by a B-l 7 bomb, ex- 
ploded during the last P-35 run, destroying 
the squadron commander's plane. 30 

Later in the day, three more heavy bomb- 
ers attacked the Vigan Attack Force. The 
first B-l 7 to arrive over the target dropped 
its bombs on what was thought to be a car- 
rier, with no observed effect. The second 
attacked a cruiser unsuccessfully, but man- 
aged to score a direct hit on a transport. 
The last plane had had time to load only 
one 600-pound bomb, and this the bom- 

28 Craven and Cate, The Army Air Forces in 
World War II, I, 215 and n.. 60. 

20 14th Army Opns, I, 43; 5th Air Gp Opns, pp. 
13, 17-18. 

80 Craven and Cate, The Army Air Forces in 
World War 11,1,215; Brereton, Diaries, pp. 46^9. 



bardier released over the water, near the 
transports. 31 

Despite the presence of eighteen naval 
fighters and planes of the Army's 24th 
Fighter Regiment, the Japanese were un- 
able to fend off the American attack. As 
a result of the day's action, the enemy lost 
the transports Oigawa Maru and Takao 
Maru, both badly damaged and beached, 
and one minesweeper, sunk. The Japanese 
also suffered casualties aboard the destroyer 
Murasame and the light cruiser Naka, Rear 
Adm. Shoji Nishimura's flagship, which was 
slightly damaged. 32 

The successful attacks of the 10th were to 
be the last co-ordinated effort of the Far 
East Air Force. On that day the Japanese 
attacked Nichols, Nielson, and Cavite, com- 
pleting the destruction begun two days ear- 
lier at Clark. Thereafter the American 
fighters with few exceptions flew only recon- 
naissance missions over assigned areas; the 
21st and 34th Squadrons covered south Lu- 
zon while the 17th and 20th patrolled the 
northern part of the island. 88 

There was no activity near Vigan during 
the night of the 10th, but from Lingayen 
Gulf, 100 miles to the south, came reports 
of another Japanese landing. Around mid- 
night "several dark shapes" were observed 
approaching the mouth of the Agno River. 
When confirmation was received, one bat- 
tery of the 3d Battalion, 21st Field Artillery 
(PA), opened fire. "It was like dropping 
a match in a warehouse of Fourth of July 

** Craven and Cate, The Army Air Forces in 
World War II, I, 215; Edmonds, They Fought With 
What They Had, pp. 121-25. 

"14th Army Opns, I, 43; Japanese Naval Opns 
in Phil Invasion, p. 7; Japanese Naval Merchant 
Ship Losses During World War II, pp.. 1, 29; 
interrog of Capt Ihara, 10 Nov 45, USSBS, Inter- 
rogations of Japanese Officials, I, 275. 

" Army Air Action in Phil and NEI, pp. 67-68. 

fireworks," wrote the American instructor 
assigned to the regiment. "Instantly Lin- 
gayen Gulf was ablaze. As far as the eye 
could see the flashes of artillery, shell-bursts, 
tracer machine gun bullets and small 
arms. . . . Thousands of shadows were 
killed that night." 34 When morning came, 
all that was found of the supposed invasion 
was one life preserver with markings which 
may have been Japanese characters. The 
absence of sunken ships did not prevent the 
21st Division commander, Brig. Gen. Ma- 
teo Capinpin, from reporting to Manila that 
an attempted hostile landing had been re- 
pulsed. 35 

What actually happened that night was 
that the Japanese had sent one motor boat 
into Lingayen Gulf on a reconnaissance mis- 
sion. The Japanese had no force near Lin- 
gayen then and no plan for a landing in 
the area at that time. Nevertheless, the 
news of the frustrated enemy landing was 
reported in the press as a great victory and 
the 21st Field Artillery was officially cred- 
ited with repulsing an enemy landing. 38 

Meanwhile, the Vigan Attack Force, un- 
able to land troops and supplies in the face 
of rough seas, had moved four miles to the 
south. Protected by a squadron of fighters, 
the Japanese were finally able to put the 
Kanno Detachment ashore. A small force 
was immediately dispatched north, along 
Route 3, to Laoag, the capital of Ilocos 
Norte Province, fifty miles away. By the 

** Mallonee, Bataan Diary, I, 52. 
" Collier, Notebooks, I, 70. 

"Mallonee, Bataan Diary, I, 52-53. Colonel 
Mallonee did not believe that the Japanese had 
tried to land at Lingayen on that night or on the 
succeeding two nights. Hunt mistakenly reported 
that the Japanese had twelve transports at Lingayen 
that night, two of which were sunk, and that the 
enemy was "bloodily repulsed." Hunt, MacArthur 
and the War Against Japan, p. 36. 



following evening that town and its airfield 
had been occupied. 37 

The Japanese now had a firm foothold 
in northern Luzon, with planes of the 5th 
Air Group operating from fields, however 
inadequate, at Aparri, Vigan, and Laoag. 38 
Originally Homma had intended to leave 
the Tanaka and Kanno Detachments in 
position, but the American reaction had 
made it evident that there would be no 
counterattack. He decided therefore to 
leave only small garrisons to hold the seized 
airfields and to send the bulk of the two de- 
tachments, forming substantially the 2d 
Formosa Regiment, to Lingayen Gulf to 
meet the main force of the 14th Army when 
it came ashore. Colonel Tanaka was to 
march around the north tip of Luzon along 
Route 3 to Vigan, and there join forces with 
Kanno. The combined force would then 
move south along the coastal road to Linga- 
yen Gulf. At the same time Homma sent 
his chief of staff, General Maeda, to Luzon 
for a personal inspection and to brief the 
commanders on the change in plans. 
Maeda arrived at Aparri on 14 December 
and after talking with Colonel Tanaka 
placed him in command of both detach- 
ments and gave him his new mission. 39 

By 20 December the Tanaka and Kanno 
Detachments had joined and were ready to 
move south toward Lingayen Gulf. At 
1300 that day Colonel Tanaka led his re- 
constructed regiment (less three companies) 

" 1 4th Army Opns, I, 42-43; 5th Air Gp Opns, 
p. 18. 

"5th Air Gp Opns, pp. 18-20. The 5th Air 
Group moved into Vigan on 1 1 December and into 
Laoag the next day. 

" 14th Army Opns, I, 39; On Phil Landing Opns 
(Amphibious), prepared by 2d Demob Bureau in 
answer to a series of questions by Lt Comdr Henry 
Salomon, Jr., ATIS Doc 1989-6A. 

out of Vigan, along Route 3. Repairing 
destroyed bridges along the line of march, 
forward elements of the regiment reached 
Bacnotan the next evening. There they 
made contact with the 1 1th Division troops, 
but by a flanking movement to the left 
(east) were able to force part of the de- 
fenders back, while cutting off others who 
made their way eastward to the mountains. 
Colonel Tanaka finally reached San Fer- 
nando, La Union, on the morning of the 
22d. 40 

Just a few hours earlier the main strength 
of the 14th Army had begun to land across 
the beaches at Lingayen Gulf, a short dis- 
tance to the south. Colonel Tanaka just 
missed being on the beaches to greet his 

The advance landings on northern Lu- 
zon, seen in retrospect, accomplished little. 
The fields seized were poor and, by the 
time they were ready for operations, were 
of small value. The detachments that 
landed did not require close air support, 
since in no case did the Americans offer any 
determined resistance. The 5th Air Group 
had planned to operate mainly from Luzon 
bases by 17 December, and by the follow- 
ing day had placed a number of Japanese 
air units on the recently seized fields. But 
they were not needed. As events turned 
out, Japanese misgivings were entirely un- 
founded; the dispersion of force' entirely 
unnecessary. But this was small comfort 
for the Americans. In General Wain- 
wright's words, "The rat was in the 
house." 41 

40 14th Army Opns, I, 42; Capt Liles, 12th Inf 
(PA), p. 5, and 1st Lt Raymond W. Bliss, 13 th 
Inf (PA), pp. 8, 9, both in Chunn Notebooks; 
interv, author with Col Donald D. Blackburn, Apr 
49; NLF and I Corps Rpt of Opns, p. 10. 

41 Wainwright, General Wainwright's Story, p. 27. 



The Legaspi Landing 

The area held by General Parker's South 
Luzon Force was ninety miles at its widest 
point and stretched from the Rosario— In- 
fanta line, southeast of Manila, sixty miles 
to the Atimonan-Padre Burgos line. In 
this region were five bays, all suitable for 
landing operations, and two large lakes, 
Laguna de Bay and Lake Taal. Altogether 
there were 250 miles of possible landing 
beaches. The area contained a good net- 
work of roads and one railroad which ex- 
tended from Manila southeast to Daraga. 
Along the west coast the terrain was rug- 
ged, restricting the defenders to the roads. 
On the east coast, which was mountainous a 
good part of the way to Atimonan, the ter- 
rain presented a formidable obstacle to any 
military force. Below Atimonan was the 
Bicol Peninsula, trailing away in a south- 
easterly direction like the tail of a downcast 
dog. Near its tip, in Albay Gulf and only 
one mile from the southern terminus of the 
Manila Railroad, lay Legaspi, the next 
Japanese objective. 

To defend south Luzon, General Parker 
had two Philippine Army divisions. On 
the west was the 41st Division (PA) com- 
manded by Brig. Gen. Vincente Lim, a West 
Point graduate and former deputy chief 
of staff of the Philippine Army. On the 
east was Brig. Gen. Albert M. Jones's 51st 
Division (PA), with its northern boundary 
along the line Pililla-Infanta and its south- 
ern boundary at Atimonan — Padre Burgos. 

The 51st Division, like Colonel Brough- 
er's 11th Division (PA), was poorly equip- 
ped and imperfectly trained. Presumably 
all the men had had five and one half 
months training some time during the past 
five years, but, said General Parker, "this 

was never apparent." 42 The enlisted men 
of the division spoke the Bicolanian dialect, 
and the majority of the officers, who were 
from central Luzon, spoke Tagalog, making 
training even more difficult than it would 
otherwise have been. One infantry regi- 
ment had had thirteen weeks' training, an- 
other five weeks, and the last none at all. In 
the opinion of General Jones, the only troops 
in his division capable of offering any ef- 
fective resistance were those of the 52d 
Infantry. 43 

For the landing in south Luzon General 
Homma had organized a force of approx- 
imately 2,500 men from the 16th Division. 4 * 
Led by Maj. Gen. Naoki Kimura, infantry 
group commander of the division, this force 
consisted of infantry group headquarters, 
the 33d Infantry (less 1st Battalion) , a bat- 
tery of the 22 d Field Artillery, and engineer 
detachments. Accompanying the Kimura 
Detachment was the Kure 1st Special Naval 
Landing Force with 575 men. 45 

Two days before General Kimura's men 
boarded their transports at Palau, Rear 
Adm. Takeo Takagi sortied from that base 
with an impressive naval force. By dawn 
of the 8th he had reached a point about 120 

42 SLF and II Corps Rpt of Opns, p. 6. 

" Ibid., pp. 4-8. Diary of Maj Gen Albert M. 
Jones, OPD 319.1 PTO (3 Oct 45). This diary 
covers the operations of the South Luzon Force 
during the period 24 December 1941-1 January 
1942, when Jones was in command. The text of 
the diary is reproduced as App. II to SLF and II 
Corps Rpt of Opns. All references to this docu- 
ment are to the diary itself and not to the SLF and 
II Corps Rpt. 

" Ltr, Chief, Hist Div SSUSA to G-2 GHQ FEC, 
9 Nov 48, 3d Ind, 16 Aug 49, OCMH. 

40 14-th Army Opns, I, 42; Japanese Naval Opns 
in Phil Invasion, p. 12. The infantry regiments of 
a Japanese division are under an infantry group 
headquarters whose commander, a major general, 
controls the infantry elements of the division as 
well as other elements that may be assigned for spe- 
cific missions. 



miles east of Davao. From here, the carrier 
Ryujo launched the attack against Davao 
which the Preston had evaded. Follow- 
ing this strike Takagi turned northeast and 
early the next morning joined Kimura's 
transports, which had left Palau at 0900 the 
day before. Accompanying the transports 
was the Legaspi Attack Force; to the rear, 
en route from Palau, was the 17th Mine- 
layer Division. 4 * 

By 1100, 11 December, this combined 
force was 135 miles east of San Bernardino 
Strait. Here the minelayers broke forma- 
tion. Escorted by 2 destroyers, one column 
headed for San Bernardino Strait; another 
column, accompanied by 1 light cruiser 
and 2 destroyers, turned south for Surigao 
Strait. By midnight both groups had 
reached their destinations and had begun 
laying mines. The U.S. submarines S-39 
on patrol in San Bernardino Strait, was 
attacked and driven off by 2 Japanese 
destroyers without inflicting any damage 
on the Japanese force. 47 From a point 
about 100 miles offshore, planes of the 
Ryujo covered the convoys as it moved 
toward the shores of Albay Gulf. Admiral 
Takagi's force remained behind to provide 
distant cover. As the convoy approached 
the beaches, the Japanese planes shifted 
operations to the; Legaspi area. 48 

The Kimura Detachment began to land 
at Legaspi early on the morning of 12 
December. No difficulty was experienced 
and there was no opposition; the nearest 
American and Filipino troops were 150 
miles away. By 0900 the Japanese were in 
control of the airfield and the terminus of 
the Manila Railroad. A few hours later, 

"Japanese Naval Opns in Phil Invasion, pp. 

" Ibid.; Log of S-39, 1 1 Dec 41, cited by Mori- 
son, Rising Sun in the Pacific, p. 177. 

* Japanese Naval Opns in Phil Invasion, p. 13. 

when he had a firm grip on Legaspi, Gen- 
eral Kimura sent advance detachments to 
the northwest and southeast. The next 
day the huge cover force returned to Palau 
to prepare for the next landing. 49 

The initial report of a Japanese landing 
at Legaspi came from the railroad station- 
master there. The apocryphal story is told 
that his call was switched from the railroad 
central to USAFFE headquarters in Ma- 
nila and the following conversation took 
place : 

Stationmaster: "There are four Jap boats 
in the harbor, sir, and the Japs are landing. 
What shall I do?" 

USAFFE Officer: "Just hang onto the 
phone and keep reporting." 

Stationmaster: "There are about twenty 
Japs ashore already, sir, and more are com- 
ing." A pause. "Now there are about three 
hundred Japs outside the station, sir, What 
am I to do?" 

USAFFE Officer: "Just sit tight." 

Stationmaster: "Sir, a few of those Japs, 
with an officer in front, are coming over here." 

USAFFE Officer: "See what they want." 

Stationmaster: "Those Japs want me to 
give them a train to take them to Manila, 
sir. What do I do now?" 

USAFFE Officer: "Tell them the next 
train leaves a week from Sunday. Don't give 
it to them." 

Stationmaster, hanging up : "Okay sir." 50 

The subsequent conversation between the 
Japanese officer and the stationmaster — if 
it ever took place — is not recorded. 

When South) Luzon Force headquarters 
received news of the landing, it considered 
a proposal to send a strong force south to 
surprise the Japanese and push them back 
into the sea. There were many practical 
difficulties in the way of such an expedi- 

" Ibid.; 14th Army Opns, 1, 42. 

10 Clark Lee, They Call it Pacific (New York: 
Viking Press, 1943), p. 73; interv, author with 
Clark Lee, Apr 51. 



tion, the most serious of which was how 
to surprise an enemy who had control of 
the air and sea. The proposal was soon 
dropped, but General Jones's 51st Division 
( PA ) was ordered to send units south into 
the Bicol Peninsula to destroy highway and 
railroad bridges and to evacuate as much 
railroad rolling stock as possible. 51 Two 
companies of the 1st Battalion, 52d Infan- 
try, each with an attached machine gun 
platoon, were sent south to outpost Route 
1 and the Manila Railroad, the only two 
routes north from Legaspi, and a specially 
trained detachment of the 51st Engineer 
Battalion was ordered to prepare all bridges 
for demolition in order to delay the enemy 
advance. 52 

First American reaction to the Legaspi 
landing came on 12 December when 2 
fighters struck the Japanese-held airfield, 
killing three and injuring two men. Two 
days later 3 of a group of 6 Del Monte- 
based B-17's, ordered to attack the landing 
force, reached the area. They attacked a 
Japanese minesweeper and a transport, 
thought to be a destroyer, with meager re- 
sults, and 9 naval aircraft based on the 
Legaspi strip. The unescorted bombers 
were no match for the Japanese fighters 
and soon beat a hasty retreat. Only 1 of 
the B— 1 7's was able to make its way back to 
Del Monte; the others had to crash-land 
short of their base. The Japanese lost at 
most 4 fighters. 53 

111 Supplement to Diary of Maj Gen Albert M. 
Jones, OPD 319.1 PTO (20 Nov 45). This docu- 
ment, though unsigned, was prepared by Col. Stuart 
C. MacDonald, Jones's chief of staff, and consists of 
three separate documents: Important Dates, SLF; 
Notes on Left Subsector, I Phil Corps; and Pocket 
Fights. It will be cited hereafter as MacDonald, 
Supplement to Jones Diary. 

a Jones, Diary, p. 5. 

53 Japanese Naval Opns in Phil Invasion, p. 12; 
Brereton, Diaries, p. 54; Morison, Rising Sun in the 

With Legaspi firmly in Japanese hands, 
the Kimura Detachment moved northwest 
along Route 1 toward Naga. Ground 
units first made contact on 17 December 
when a Japanese patrol ran into a demoli- 
tion detachment of the 51st Engineer Bat- 
talion working on a bridge near Ragay. The 
engineers managed to destroy the bridge 
and establish themselves on the near bank 
of the gorge, whereupon the Japanese patrol 
withdrew. The next day the Kimura De- 
tachment entered Naga. 54 

Pushing northwest from Naga, rebuild- 
ing bridges and repairing roads as they ad- 
vanced, the Japanese reached Sipoco on 
the 19th -with an estimated force of one bat- 
talion of infantry. Patrols were still active 
near Ragay, and reports reaching the 
Americans mentioned other Japanese ele- 
ments moving along Route 1 toward Daet. 
By this time, the two outposted companies 
of the 1st Battalion, 5 2d Infantry, were at 
Aloneros and Sumulong, and had thrust 
strong combat patrols forward. Luzon at 
this point forms a very narrow neck only 
seven miles wide, and any force from Legas- 
pi must pass through one of the two bar- 
rios, Aloneros on the Manila Railroad or 
Sumulong on Route 1. The position was 
an excellent one. 55 

On 21 December, the division com- 
mander, recently promoted to brigadier 
general, ordered Lt. Col. Virgil N. Cor- 
dero, the regimental commander, to move 
on Sipoco with Companies B and C of the 
5 2d Infantry. At 0500 the next morning, a 
Japanese force estimated to be a company 
attacked Company B at Timbuyo, just east 

Pacific, p. 177. For a full account of the air at- 
tack against Legaspi, see Edmonds, They Fought 
With What They Had,pp. 151-60. 

M 14th Army Opns, I, 42; Jones, Diary, p. 6. 

"Jones, Diary, p. 6; MacDonald Supplement to 
Jones Diary. 



of the Negritos Camp along the highway. 
The Filipino troops, under the command of 
1st Lt. Matt Dobrinic, were in a well-or- 
ganized position and drove off the Japanese, 
chasing them down the road for about six 
miles. They inflicted heavy losses on the 
enemy, suffering about 15-percent casual- 
ties themselves. 56 

On 23 December General Jones ordered 
his troops to withdraw from the Bicol Penin- 
sula when a Japanese invasion force ap- 
peared off Atimonan. Part of the 1st Bat- 
talion, 5 2d Infantry, was cut off by the 
Japanese landing at Atimonan that night, 
but some of the men made their way back 
into the American lines. The 51st Divi- 
sion had accomplished its objective. It had 
delayed the enemy advance and prevented 
an immediate juncture of the Kimura De- 
tachment with the main elements of the 
16th Division soon to land at Lamon Bay. 51 

Landings in the South 

The Japanese landings in the southern 
Philippines, in Mindanao and the Sulu 
Archipelago, were intended primarily to 
provide bases for the 16th Army's drive on 
Borneo. They had no effect on Japanese 
plans for Luzon, except to prevent reinforce- 
ments from reaching that island from Allied 
bases to the south and to cut the American 
route of withdrawal. 

Two landings were scheduled in the 
south, one at Davao in Mindanao, and an- 
other on Jolo Island in the Sulu Archipel- 
ago. Two detachments, both under Maj. 

M Jones, Diary, p. 6; ltr, Col' John R. Boatwright, 
formerly CO 53d Inf, to George Groce, research 
asst to author, 22 Mar 49; Luzon Campaign of 
16th Division, 24 Dec 41-3 Jan 42, ATIS, Enemy 
Publications 355, p. 2. The Japanese claimed a 
victory in this action. 

" MacDonald, Supplement to Jones Diary, p. 8 ; 
ltr, Boatwright to Groce, 22 Mar 49. 

Gen. Shizuo Sakaguchi, infantry group 
commander of the 16th Army's 56th Di- 
vision, were organized for these landings. 
The first, originally scheduled to capture 
Davao alone, was led by Lt. Col. Toshio 
Miura and consisted of the 1st Battalion of 
the 16th Division's 33d Infantry, plus en- 
gineer and service elements. To it was 
later added the Sakaguchi Detachment, 
composed of the 56th Division's 146th In- 
fantry, an armored unit, and one battalion 
of divisional artillery. The strength of the 
entire force was about 5,000 men. 58 

This combined force was under 16th 
Army control, although the date of de- 
parture from Palau was set by 14th Army 
headquarters in Formosa. Once Davao 
was seized, the Miura Detachment was to 
revert to 14th Army control and the 16th 
Army's Sakaguchi Detachment was to move 
on to Jolo Island on its way to Tarakan in 
Dutch Borneo. For the Jolo Island oper- 
ation, the Kure 2d Special Naval Landing 
Force from Legaspi and a naval airfield 
maintenance unit were to be added to the 
Sakaguchi Detachment.™ 

The combined force left Palau at 1400 
on 17 December in fourteen transports. 
Admiral Takagi's force provided naval es- 
cort. Direct support was given by a de- 
stroyer squadron, while a cruiser squadron 
and the carrier Ryujo constituted a close 
covering force. 60 On the afternoon of the 

M 14th Army Opns, I, 31-32; interrogs of Gen 
Morioka, 24 Apr 47 and Col Nakajima, 25 Apr 47, 
in Interrogations of Former Japanese Officers, Mil 
Hist Div, GHQ FEC, I ; Comments of Former Japa- 
nese Officers Regarding The Fall of the Philippines, 
pp. 25-26, OCMH. 

w The Jolo Island Opns, Japanese Studies in 
World War II, No. 23, p. 1, 1st Jiemob Bureau, 
FEC; Japanese Naval Opns in Phil Invasion, p. 17. 

60 14th Army Opns, I, 43; Japanese Naval Opns 
in Phil Invasion, pp. 15-16; Morison, Rising Sun 
in the Pacific, pp. 163, 182. 



19th, from a point about 200 miles east of 
Davao, the Ryujo launched six planes to 
attack the radio station at Cape San Au- 
gustin, the tip of the eastern arm of Davao 
Gulf, while the seaplane carrier Chitose 
launched its own planes to reconnoiter over 
Davao. The transports arrived off the city 
after midnight on the night of 19-20 De- 
cember. 61 

At 0400 troops of the Miura Detach- 
ment, covered by carrier-based aircraft, be- 
gan landing in the northern section of Da- 
vao while elements of the Sakaguchi De- 
tachment came ashore along the coast south- 
west of the city. Defending this sector of 
the island were about 2,000 Philippine 
Army troops led by Lt. Col. Roger B. Hils- 
man, commander of the 2d Battalion, 101st 
Infantry. 62 

The Miura Detachment was momentar- 
ily mistaken for an American naval or ma- 
rine force when it was first sighted. When 
a Japanese destroyer began shelling the 
beaches, this misapprehension was quickly 
removed. The only opposition offered to 
the landing force came from a machine gun 
squad which inflicted numerous casualties 
on the enemy before it was knocked out by 
a direct hit from a Japanese shell. 63 There- 
after Colonel Miura's men met no further 
opposition. The casualties suffered made 
it necessary to commit those elements of the 
Sakaguchi Detachment which the Japanese 
were saving for the Jolo Island operation. 

By about 1030 that morning, Colonel 
Hilsman had pulled his men out of the city 

a Japanese Naval Opns in Phil Invasion, pp. 
15, 16. 

62 Ltr, Col Howard N. Frissell, formerly CO 3d 
Bn, 101st Inf, to author 5 May 49; statement of 
Maj Charles I. Humber, Jr., 30 Jan 42, in Gen 
Sharp's papers loaned by Mrs. Sharp to author and 
in OCMH. 

M Humber Statement; Jolo Island Opns, p. 2. 

along the road leading northwest into the 
hills, leaving behind three of the eight 2.95- 
inch guns which constituted the artillery of 
the Visayan-Mindanao Force. The troops 
remaining in Davao were directed to with- 
draw also and set up defensive positions 
along the heights surrounding the city. 64 

The Sakaguchi Detachment apparently 
met no resistance southwest of the city. 
Moving northeast along the coastal road, it 
entered the city and made contact with 
Colonel Miura's force early in the after- 
noon. By 1500 the city and its airfield were 
occupied. That evening a seaplane base 
was established south of the city, and the 
next morning naval shore units began bring- 
ing Japanese nationals into Davao. 65 

General Sakaguchi lost no time in dis- 
patching the Jolo Force, consisting of one 
infantry battalion (less two companies), 
with attached artillery, engineer, and com- 
munications units, and the Kure 2d Special 
Naval Landing Force. Its departure was 
delayed first by the unexpected casualties 
to the, Miura Detachment and then by a 
B-17 attack. Nine of the bombers had 
come from Batchelor Field near Darwin, 
Australia, and they hit the Japanese at sun- 
set of the 22d. The raid came as a com- 
plete surprise to the Japanese. Fortunately, 
for them, visibility was poor and the Jolo 
Force suffered only minor damage. The 
next morning the convoy set out from 
Davao, reaching its destination on Christ- 
mas Eve. 66 

M V-MF Rpt of Opns, p. 1 73 ; Humber Statement. 

65 Japanese Naval Opns in Phil Invasion, p. 16; 
14th Army Opns, I, 43. 

M Craven and Cate, The Army Air Forces in 
World War II, I, 223-24; Japanese Naval Opns in 
Phil Invasion, pp. 16-17. Edmonds claims that the 
B-17's sank a 10,000-ton tanker. They Fought 
With What They Had,?. 180. 



First warning of the approaching force 
reached the defenders, 300 Constabulary 
troops, at 1700 of the 24th. The landings 
began three hours later. The Constabulary 
were able to offer only slight resistance, and 
by the following morning, the Japanese were 

in the town of Jolo." From Davao and Jolo 
the Japanese were in position to launch an 
attack against Borneo. 

67 Jolo Island Opns, p. 3; statement of 1st Lt 
Jose V. Valera, Jan 42, in Sharp Papers; V-MF 
Rpt of Opns, p. 575. 


The Impact of War 

The transition from peace to war in the 
Philippines was a sudden one. The civilian 
population and the untrained Filipino sol- 
diers were ill prepared to withstand the ini- 
tial shock without displaying signs of nerv- 
ousness and apprehension. Although a war 
with Japan had been expected for some 
time, bomb shelters had not been completed 
and the Philippine Army was still in the 
process of mobilization. A voluble and ex- 
citable people, the Filipinos saw danger 
everywhere and their fertile imagination 
produced reports of enemy activity that 
kept the USAFFE staff busy searching for 
the grain of truth in the wild tales that came 
in over the wires. 

The most fantastic reports were accepted 
and widely circulated. During the first air 
raids, the belief that the Japanese bombers 
were "at least partially manned by white 
pilots" was given sufficient credence to be 
reported to the War Department. 1 Dewey 
Boulevard was supposed to be lined, the 
planeless 27th Bombardment Group heard, 
with A-20's ready to fly into combat. The 
same unit also reported a telephone message 
stating that its A-24's were at the docks 
being unloaded. A frantic but unprofitable 
rush to the water front followed. 2 

Many residents in Manila reported hear- 
ing short-wave messages to Japan, but the 
most careful search by Army authorities 

x Rad, Mac Arthur to AGWAR, No. 1135, 9 Dec 
41, AG 381 (11-27-41 Gen) Far East. 
1 Army Air Action in Phil and NEI, p. 74. 

failed to reveal a short-wave transmitter. 
One day there was news that the fleet was 
sailing across the Pacific to the rescue; an- 
other day that the water supply in Manila 
had been poisoned and that poison gas had 
been spread in the port area. Again, the 
Japanese were supposed to have sailed into 
Manila Bay and put ashore 1,000 men at 
the mouth of the Pasig River. 3 From 9 
December on, Admiral Hart wrote, "An 
extraordinary crop of incorrect enemy in- 
formation flowed in over the warning net. 
Too many reports came in of enemy sight- 
ings when nothing actually was sighted. 
..." 4 "The Army," said one writer, "was 
travelling as much on rumors as on its 
stomach." 5 

Each fresh rumor made the civilian popu- 
lation more uneasy. No one knew what to 
believe. Numerous air raid alarms, all of 
them false, and the blackout added to the 
tense and foreboding atmosphere. The air 
alarms in Manila became so frequent that 
General Sutherland had to order wardens 
to clear through the Army headquarters be- 
fore sounding the sirens. 

The blackout was rigorously enforced, 
and the criminal element in the city took 
full advantage of the darkness and con- 
fusion. They were unwittingly aided by 

! Charles Van Landingham, "I Saw Manila Die," 
Saturday Evening Post, September 26, 1942, pp. 
13, 71. 

1 Hart, Narrative of Events, Asiatic Fleet, p. 38. 
5 Quoted in Craven and Cate, The Army Air 
Forces in World War II, I, 222. 



guards, sentries, and air raid wardens, who 
"popped up seemingly at every corner to 
issue a nervous challenge." 6 If not an- 
swered promptly and satisfactorily, they 
fired. In an effort to control crime and re- 
ported fifth-column activity, the police were 
given orders to shoot if the reply to a chal- 
lenge was not satisfactory. Many inter- 
preted their orders narrowly, challenging 
and firing at the same time. With sentries, 
air raid wardens, and police shooting, some- 
times at each other, the confusion became 
even worse. Finally, USAFFE ordered all 
firearms turned in. 

Manila showed all the signs of a modern 
city under attack. Shop windows were cov- 
ered with adhesive tape and entrances bar- 
ricaded with sandbags. Improvised bomb 
shelters appeared in shops and public build- 
ings. Those fortunate enough to have cel- 
lars in their homes spent their nights there. 
Transportation was commandeered by the 
Army and gasoline was rationed. Those 
who drove cars had to shade their headlights 
in the approved fashion. 7 Street traffic be- 
came disorganized, and trucks, ambulances, 
and official cars raced through the streets 
at top speed with complete disregard for 
traffic signals. 

Life in Manila during these days was 
topsy-turvy. Residents fled the city to seek 
safety in rural areas, and their country 
cousins flocked to the city for the same 
reason. Main thoroughfares were blocked 
with trucks, animal-drawn vehicles, and 
handcarts moving in both directions. Vehi- 
cles were loaded with household goods, 
trussed pigs, and chicken crates. To the 
rear trailed the dogs. To their barking 

8 Collier, Notebooks, I, 75. See also Amea 
Willoughby, / Was on Corregidor (New York, 
1943), pp. 93-94. 

7 Van Landingham, "I Saw Manila Die," p. 13. 

was added the squealing of the pigs and 
the clucking chatter of the fowls. The skies 
were watched anxiously for any sign of 
Japanese planes. People began to hoard 
food. Radio and cable offices were filled 
and it was impossible to handle all the mes- 
sages to the outside world. 8 

With the first bombs the people rushed 
to the banks to withdraw their money. 
Frantic mobs pushed and milled outside the 
banks and swore at the tellers. Those banks 
and commercial houses that had not already 
done so sent their gold to Australia and the 
United States. After several days with- 
drawals were limited to 200 pesos in paper 
money weekly. Filipinos hoarded silver 
money and the result was a shortage in 
change. Most merchants sold only for cash, 
thus increasing the difficulties of the busi- 
ness community. 9 

During these days of confusion, military 
and civilian authorities worked closely to 
restore the confidence of the people. Bomb 
shelters were constructed and the people 
began to pay less attention to the air raid 
warnings when the Japanese failed to attack 
the city. The Commonwealth Assembly 
met in emergency session and made avail- 
able to President Quezon the sum of 20,- 
000,000 pesos for defense. The United 
States contributed an equal sum for civilian 
relief. Government employees were given 
three months' advance in pay so that they 
could move their families out of the city 
to places supposedly safer than Manila. 
But it never became necessary to establish 
martial law, and after a week or two the 
Filipinos quieted down and life in the capi- 
tal became more normal. 

The troops were just as nervous as the 
civilians. Most of them were convinced 

8 Ibid., p. 12 ; Collier, Notebooks, I, 75. 

'Van Landingham, "I Saw Manila Die," p. 12. 



that a well-organized Japanese fifth column 
existed in the Philippines. Flares, rockets, 
strange lights, descending paratroopers, cut 
wires, and interrupted communications 
were all observed and cited as evidences for 
this belief. Rumors circulated as widely 
among the troops as the civilians and were 
as firmly believed. 

The assistant supply officer of USAFFE, 
Maj. Frank F. Carpenter, Jr., on a visit to 
a barrio about fifteen miles north of Manila, 
heard stories of American convoys, short- 
ages of ammunition, the landings at Aparri, 
and other military matters, which the aver- 
age American soldier did not know. He 
was told that Germans wearing the Amer- 
ican uniform had been seen and that 1,500 
Japanese soldiers in civilian clothes were 
living in Manila, "all set to take action at 
the proper time." It was Major Carpen- 
ter's considered judgment that fifth colum- 
nists in the uniform of the American soldier 
were spreading information and creating 
dissatisfaction, and he asked the intelligence 
officer to investigate. 10 

Almost all survivors of the campaign 
agree that they saw flares or that they know 
someone who did. These lights were ap- 
parently unlike signal flares; they were 
small, orange in color, and could be seen 
close to the ground or just above the trees. 
Other observers noted rockets rising over 
uninhabited areas, and series of lights form- 
ing a straight line pointing to an airfield or 
military target just before an attack. 
Colonel Collier tells this story of the pre- 
dawn raid on Nichols Field on the morn- 
ing of 9 December: As the sound of the 
Japanese planes became audible, an old 
automobile near Nichols burst into flames, 
casting a glow over the field. At the same 

"Memo, Maj Carpenter, to G-2 USAFFE, 16 
Dec 41, AG 383.4 Phil Reds. 

time, about a dozen fishing boats were ob- 
served in the bay, just outside the break- 
water. They formed a circle with their 
lights pointing toward the center. The 
straight line from this point to the blazing 
automobile formed a line which the Japa- 
nese bombers presumably followed to reach 
the field." 

Similar stories are told about the raids on 
Clark Field and Cavite. One witness states 
that he learned from an unnamed cavalry 
officer — since killed — that a Filipino who 
operated a bar near Clark Field was largely 
responsible for the success of the Japanese 
attack on 8 December. This Filipino is sup- 
posed to have had a powerful short-wave 
transmitter with a beam director in a room 
in back of the bar and to have informed 
the Japanese when all the B— 17's were on 
the ground. He was discovered at the dials 
of his transmitter after the raid and a "grim 
sergeant from the 26th Cavalry went into 
the place with a tommy gun." 13 The pres- 
ence of collaborators at Clark is also men- 
tioned by Lt. Joseph H. Moore, commander 
of the 20th Pursuit Squadron, who states 
that he found a mirror tied to a tree above 
his quarters. Presumably the reflections 
from the mirror guided the Japanese air- 
craft to the field. 13 

A variation of the Clark Field story was 
told of the raid on the Cavite Navy Yard. 
Here a secret radio transmitter was also 
supposed to have been found. The opera- 
tors, according to this account, were an 
American with a Japanese wife, both later 
discovered and arrested. At Cavite, also, an 
attractive girl of Japanese ancestry, who was 

" Collier, Notebooks, I, 62-63; Ind, Bataan, The 
Judgment Seat, pp. 107, 110-14. 

"Van Landingham, "I Saw Manila Die," pp. 
12-13; Lee, They Call It Pacific, p. 45. 

13 Interv, author with Col Moore, 12 Aug 49, 



employed in a trusted position at the yard, 
was "caught red-handed in act of treach- 
ery." Someone decided she had to be exe- 
cuted immediately and the officers drew 
lots. The task fell, so the story goes, to a 
young naval officer who was in love with the 
beautiful spy. He led her outside and per- 
formed the sentence "without hesitation." 14 
Official records do not support any of the 
stories told about secret radio transmitters, 
beautiful spies, or fifth columnist bar- 

Reports of paratroops were frequent also, 
but upon investigation all proved to be 
false. A drop of 20,000 paratroops about 
ten miles east of Clark Field was reported 
on 10 December. USAFFE placed 
enough reliability on the report to order 
the Philippine Division there to meet and 
destroy the enemy. When the reported 
Japanese paratroopers failed to appear, the 
division was ordered elsewhere. 15 

Interrogation of Japanese officers after 
the war and a study of Japanese and Amer- 
ican records fail to support the belief that 
a Japanese fifth column existed in the 
Philippines. There is not a shred of evi- 
dence to indicate that any organized effort 
was made by the Japanese to utilize the 
sympathies of the Japanese population in 
the Islands or of Filipino collaborators. To 
have done so would have involved knowl- 
edge by a Japanese organization in the 
Philippines of the 14th Army's detailed 
plans well in advance of the attack, com- 
munications with the airfields on Formosa, 
and an elaborate organization to receive in- 
formation from agents and relay it on to 
Japanese headquarters on Formosa. Such 
an organization did not exist. If an effort 

M Lee, They Call It Pacific (Viking) , p. 46. 
u USAFFE-USFIP Rpt of Opns, pp. 27-29. 

to assist the attacking Japanese was made, it 
must have been sporadic and on an individ- 
ual basis. 

It is possible to explain some of the ob- 
served phenomena on grounds other than 
fifth-column activity. The flares may have 
been caused by American and Filipino 
troops using faulty .30-caliber tracer am- 
munition of World War I vintage. No one 
was ever able to find any person who fired 
flares, and examination invariably revealed 
that the strange lights and flares came from 
an area where American troops were sta- 
tioned. Sometimes those searching for the 
origin of the flares used lights which others 
reported as signs of fifth-column operations. 
The reports of Japanese paratroopers can 
be explained by parachuting pilots from 
damaged aircraft, by the descending burst 
of antiaircraft fire, or by jettisoned spare gas 
tanks. The heated imagination of men dur- 
ing the first days of war is capable of con- 
juring up visions far more fantastic than 
strange lights and descending paratroopers. 

The possibility of sabotage and fifth-col- 
umn activity had been anticipated in prewar 
plans. The Philippine Department G-2 
and the Commonwealth secret service had 
listed enemy aliens and had kept many in- 
dividuals under surveillance. Provision 
had been made to secure information and 
locate enemy agents in the event of a Jap- 
anese attack. Several FBI operators of 
Japanese parentage (nisei) had been 
brought from Hawaii before the war to cir- 
culate among the Japanese population. 
Many American businessmen, engineers, 
and planters had been enrolled secretly in 
the intelligence organization and provided 
a potential American fifth column in the 
event of a Japanese occupation of the 
Islands. The Philippine Constabulary also 



provided secret agents for counter- 
espionage. 16 

At the outbreak of hostilities, all suspected 
persons were quickly and quietly taken into 
custody. Japanese civilians living in the 
Japanese section of Manila were ordered to 
remain in their homes, and the military 
police took over the guard of this area. 17 On 
the first day of war, General Mac Arthur 
reported to the War Department that 40 
percent of the enemy aliens in Manila, and 
10 percent of those in the provinces had 
been interned. 18 The Philippine Constabu- 
lary picked up aliens wherever found — in 
homes, offices, clubs, and on the streets. On 
1 3 December, two days after Germany and 
Italy declared war on the United States, 
German and Italian residents in the Philip- 
pines were also interned. 19 The aliens were 
first screened at Bilibid Prison in Manila and 
those cleared were released at once. Those 
not able to explain their business satisfac- 
torily were then transferred to a camp south 
of the city to await examination by a board 
consisting of a representative of the High 
Commissioner and several Army officers. 20 

Although the civilian population and the 
untrained troops were nervous during the 
first days of war, the task of mobilizing the 
Philippine Army continued. According to 
the prewar plan the last units were sched- 
uled for induction on 15 December, a week 
after the attack came. Some, such as the 
43d Infantry, had already been brought in 
and, as soon as hostilities opened, all re- 

M Brief Hist of the G-2 Sec, GHQ SWPA, pp. 

" USAFFE-USFIP Rpt of Opns, p. 34; Van 
Landingham, "I Saw Manila Die," p. 12. 

,8 Rad, MacArthur to AGWAR, No. 1133, 8 Dec 
41, AG 381 (11-27-41 Gen) Far East. 

"USAFFE-USFIP Rpt of Opns, p. 37; Collier, 
Notebooks, I, 65. 

20 Collier, Notebooks, I, 65. 

maining units were immediately mobilized. 
Those divisional elements not yet in service, 
usually the third infantry regiment and the 
field artillery regiment, were brought in im- 
mediately. A provisional Constabulary 
regiment, later designated the 4th, was 
formed and, with the 1st and 2d Regi- 
ments, became the basis for the 2d Regular 
Division, organized early in January and 
consisting entirely of Constabulary troops. 
The 1st Regular Division (PA), which in 
peacetime consisted mainly of cadres for 
training reservists, was brought up to 
strength and inducted, without an artillery 
regiment, on 19 December. It was as- 
signed to the South Luzon Force and its 1st 
Infantry moved at once to the Mauban 
area along Lamon Bay. 21 

In the Visayas and in Mindanao, mobili- 
zation was about one-half completed when 
war came. On orders from MacArthur's 
headquarters, the 72d and 92d Infantry 
(PA) were sent to Luzon on 9 December. 
Numerous provisional units were organized 
and equipped by local commanders. These 
units consisted of volunteers, ROTC cadets, 
and reservists not yet called or who had 
failed to report. 22 

All reservists were ordered to report to the 
nearest unit or mobilization center on 8 De- 
cember. As a result, some units found 
themselves overstrength and additional 
units were hastily organized. Men under- 
going instruction and not yet assigned were 
organized into separate units. Coast ar- 
tillery personnel at Fort Mills (Corregidor) , 
for example, was organized into the 1st 
Coast Artillery (PA), with a headquarters 
battery of twenty-eight men and four gun 

"USAFFE-USFIP Rpt of Opns, p. 15; 
USAFFE GO's 47 and 50, 19 and 21 Dec 41. 

" V-MF Rpt of Opns, p. 21; Notes on Phil 
Army, 1941-42. 



batteries of one hundred men each. The 
coast artillery reservists at Fort Wint in 
Subic Bay were similarly organized. 23 

In some cases, units were formed to utilize 
armament or equipment lying in ware- 
houses or elsewhere. At the suggestion of 
General King, MacArthur's artillery officer, 
the 301st Field Artillery (PA) was formed 
from two groups of volunteers, altogether 
700 men, and equipped with 24 wooden- 
wheeled 155-mm. guns of World War I 
type, and 2 155-mm. howitzers of the same 
vintage. These were the 155's that had 
been sent to the Philippines to protect the 
straits leading into the inland seas and were 
the only weapons of this caliber in the Phil- 
ippines, outside of Corregidor. Col. Alex- 
ander S. Quintard was brought from Minda- 
nao to command the unit. 24 At about the 
same time, three separate provisional bat- 
talions of field artillery of four 4-gun bat- 
teries each were formed. These units were 
armed with 48 of the 50 75-mm. guns on 
self-propelled mounts that had been shipped 
to the Philippines in October. Personnel 
was secured from the Philippine Scouts, 
Philippine Army reservists, and the 200th 
Coast Artillery (AA). Two of the bat- 
talions were assigned to the North Luzon 
Force, and one to the South Luzon Force. 25 

Immediately upon the outbreak of war, 
USAFFE ordered all procurement agencies 
to fill their needs by purchase in the local 

23 Notes on Phil Army, 1941-42. For a list of 
units inducted with dates and stations, see Plan 
of Induction of Phil Army; Arrival of Units from 
the United States, Annex II, USAFFE-USFIP 
Rpt of Opns. 

24 USAFFE-USFIP Rpt of Opns, pp. 8, 22; 
USAFFE GO's 45 and 49, 17 and 21 Dec 41; 
Collier, Notebooks, II, 13-18; Col Quintard, CO 
301st FA (PA), Diary, entries of 8-12 Dec 41. 
This diary was borrowed from Colonel Quintard 
and a photostat copy is on file in OCMH. 

25 Collier, Notebooks, II, 18-23. 

markets. The quartermaster bought all 
the new and used automobiles and trucks 
he could find, as well as large quantities of 
clothing and food. Several motor trans- 
port companies were taken over by the 
Army, lock, stock, and barrel. The Signal 
Corps purchased all available photographic, 
radio, and telephone equipment, and took 
control of the Manila Long Distance Tele- 
phone Company, commissioning its presi- 
dent, Joseph Stevenot, a lieutenant colonel. 
The Medical Corps gathered up all the 
medicine, bandages, and surgical equip- 
ment it could find in the Islands. Buildings 
of all kinds were occupied by the Army — 
the Jai Alai Club became a hospital ; Rizal 
Stadium, a medical depot. 26 The officers 
assigned to the former inherited the food, 
chefs, and service of the club, and for a few 
days dined sumptuously on onion and mush- 
room soup, steak, broiled lobster, and Vien- 
nese pastry, served on snowy linen gleam- 
ing with silver by waiters in natty green and 
white uniforms. After headquarters heard 
of this arrangement, the medics ate Army 
fare. 27 

Manila, the commercial center of the 
Islands, was exploited for supplies to sup- 
plement existing stocks. On orders from 
General MacArthur the quartermaster took 
over from the large oil companies all their 
bulk petroleum products stored in the vi- 
cinity of Manila. He sought especially to 
procure food from local sources, for it was 
evident already that there would be a 
shortage should the campaign last long. 
From Chinese merchants in Manila, the 
Army secured thousands of 125 -pound 
sacks of polished rice, and from ships in the 

"Ibid., pp. 3-6; QM Rpt of Opns, pp. 13-23. 

" Alfred A. Weinstein, Barbed-Wire Surgeon, 
(New York, 1948), pp. 5-6; Brig Gen Charles C. 
Drake, Comments on Draft MS, Comment 5, 



harbor large quantities of food. The quar- 
termaster took over from Armour, Swift, 
and Libby large quantities of canned meats 
and other foods. 28 

Within a few days after the opening of 
hostilities, the port area in Manila had be- 
come crowded with rapidly expanding mili- 
tary installations. Fort Santiago, head- 
quarters of the Philippine Department, was 
on the edge of this area, as was the mouth of 
the Pasig River, now jammed with inter- 
island freighters and other craft. The sup- 
ply services that had warehouses and de- 
pots in the area decided it would be safest 
to move out, although Manila had not yet 
been bombed. The engineers were the first 
to go; they moved to the University of the 
Philippines. The quartermaster took over 
Santo Tomas University, and the other 
services followed. By 20 December most of 
the service installations in the port area had 
quietly moved to safer quarters. 29 

An unexpected addition to the tanks of 
Col. James R. N. Weaver's Provisional 
Tank Group was received shortly after the 
start of war. The Japanese attack left 
marooned in Manila Harbor the Don Jose, 
a vessel belonging to the Canadian Govern- 
ment and carrying a cargo of motor equip- 
ment for two Canadian motor battalions in 
Hong Kong. MacArthur immediately re- 
quested that this materiel be released for 
use in the Philippines, and the War Depart- 
ment secured the Canadian Government's 
consent. The cargo included fifty-seven 
Bren gun carriers, forty of which were made 
available to Colonel Weaver. Unfortu- 
nately, the guns for the carriers were not 

™ Alvin P. Stauffer, Quartermaster Operations 
in the War Against Japan, Ch. I, p. 45, a forth- 
coming volume in this series. This excellent manu- 
script was made available by the author before 

20 Collier, Notebooks, II, 5-6. 

included in the cargo, and they had to be 
armed by the Manila Ordnance Depot. 30 

The immediate reaction at Headquar- 
ters, USAFFE, to the first Japanese land- 
ings was one of calm. General MacAr- 
thur optimistically reported that the Phil- 
ippine people had withstood the shock of 
war "with composure," and that there were 
"no signs of confusion or hysteria." 31 The 
Japanese moves were correctly analyzed 
but a counteroffensive was not launched to 
drive off the invaders. "We did not dis- 
perse forces," says General Sutherland, "but 
waited for what we felt would be the main 
attack." 83 

More concern was felt during the first 
days of the war over the rapid dissolution 
of the Far East Air Force than over the 
Japanese landings. "The present phase of 
enemy action," MacArthur told the War 
Department on 12 December, "involves a 
series of concentric thrusts probably in- 
tended to confuse and demoralize northern 
movement. Probably has the additional 
objective of securing airdromes for opera- 
tion of land based aircraft." 88 The next 
day he declared that the enemy's intent was 
clearly revealed. The Japanese, he said, 
were seizing airbases outside the heavily de- 
fended area of central Luzon, and ground 
action could be considered sporadic and 
unimportant. 3 * 

"Memo, Asst QMG for G-4, 20 Dec 41, sub: 
Canadian Supplies, G-4 33817; memo for red, 
Brig Gen Brehon B. Somervell for TAG, n.d., ap- 
proved by DCofS, OCS 18136-165. 

al Rad, MacArthur to AGWAR, No. 1135, 9 
Dec 41, AG 381 (11-27-41 Gen) Far East. 

a! Interv, author with Sutherland, 1 2 Nov 46, 
p. 4, OCMH. 

33 Rad, MacArthur to AGWAR, 12 Dec 41, AG 
381 (11-27-41 Gen) Far East. 

M Rad, MacArthur to AGWAR, 13 Dec 41, AG 
38b (11-27-41 Gen) Far East. 



This view was expressed also in Col. 
Charles A. Willoughby's intelligence esti- 
mate to the War Department on 13 De- 
cember 1941. He expected the Japanese 
forces at Aparri, Vigan, and Legaspi to be 
reinforced, but pointed out that the land- 
ing areas were not suitable for the em- 
ployment of strong forces in offensive op- 
erations. The purpose of the landing, he 
correctly analyzed, was to establish ad- 
vance airbases. "As soon as air support 
is established," he warned, "a major land- 
ing effort can be expected; it is estimated 
after 15 days." 38 

The only change in plans made by Mac- 
Arthur as a result of the Japanese landings 
was the new mission given the North Luzon 
Force on 16 December. Before that time 
General Wainwright had been charged 
with the defense of all northern Luzon, and 
his orders were to meet the enemy at the 
beaches and drive him back into the sea. 
The main line of resistance was the beach. 
Such a mission was impossible of execution 
with the available means and in the ab- 
sence of air and naval support. On the 
16th the North Luzon Force was relieved 
of responsibility for the defense of that por- 

S! Rad, Willoughby to War Dept G-2, 13 Dec 
41, AG 381 (11-27-41 Gen) Far East. 

tion of Luzon north of San Fernando, La 
Union, and required only to hold the en- 
emy north of an east-west line through that 

city. 36 

Within a few days after the landings the 
pattern of the Japanese plan had become 
clear to the American command. First, 
Japanese air and naval forces were to cut 
off the Philippine Islands from all possible 
aid. Then, Japanese aircraft could destroy 
or neutralize the defending air and naval 
forces and gain superiority in the air and 
on the sea. At the same time, Japanese 
ground forces would secure advance bases 
at the northern and southern extremities of 
the island of Luzon and on Mindanao 
where the opposition was negligible or non- 
existent. The major enemy effort, it was 
clear, was still to come. That it would 
come soon — Colonel Willoughby thought 
28 December — there was no doubt, and 
when it did the objective would be Manila, 
the capital. Before the year was out, the 
worst fears of the early pessimists were to 
be realized. Even before the advance 
landings were completed, the main elements 
of General Homma's 14th Army were 
already nearing the Luzon coast. 

" USAFFE-USFIP Rpt of Opns, p. 30. 


The Main Landings 

The first part of Imperial General Head- 
quarters' plan for the conquest of the Philip- 
pines had been successful beyond the hopes 
of the most optimistic. American air and 
naval power had been virtually destroyed. 
Five landings had been made at widely 
separated points and strong detachments 
of Japanese troops were already conducting 
offensive operations on Luzon and Min- 
danao. The 5th Air Group was established 
on Luzon fields, and the Navy had its own 
seaplane bases at Camiguin Islands, Legas- 
pi, and Davao. Army short-range fighters 
were in position to support Japanese ground 
troops when required. All this had been 
accomplished in less than two weeks. 

The main landings, to be made on Luzon 
north and south of Manila, were still to 
come. There would be two landings: the 
major effort at Lingayen Gulf, and a secon- 
dary effort at Lamon Bay. {Map 4) The 

forces assigned to these landings had begun 
to assemble late in November. The 16th 
Division (less the 9th and 33d Infantry) 
left Osaka in Japan on 25 November and 
arrived at Amami Oshima in the Ryukyus 
on 3 December. Three days later all of the 
48th Division less the Tanaka and Kanno 
Detachments) was concentrated at Mako, 
in the Pescadores, and at Takao and Kirun, 
on near-by Formosa. The major portion of 
the shipping units was in Formosa by the 
end of November and began to load the 
convoys soon after. 

There was much confusion during the 
concentration and loading period. The 

greatest secrecy was observed, and only a 
small number of officers knew the entire 
plan. These men had to travel constantly 
between units and assembly points to assist 
in the preparations and in the solution of 
detailed and complicated problems. Unit 
commanders were given the scantiest in- 
structions, and worked, for the most part, 
in the dark. Important orders were de- 
livered just before they had to be executed, 
with little time for study and preparation. 
Such conditions, the Japanese later regret- 
ted, "proved incentives to errors and con- 
fusion, uneasiness and irritation." 1 More- 
over, after 8 December, the Japanese lived 
in fear of an American bombing of For- 
mosa ports, where the vessels were being 
loaded with supplies and ammunition. 

Despite fears, confusions, and mistakes, 
the separate convoys were finally loaded and 
ready to sail by 1 7 December. The uneasi- 
ness arising from ignorance and secrecy 
persisted aboard ship. Even now the men 
were not told where they were going. Add- 
ing to the nervousness was the restriction 
placed on the use of maps. Only a few 
officers were allowed to see them. "All the 
units," the Japanese later observed, "were 
possessed of a presentiment, arising from the 
general atmosphere, that they were on their 
way to a very important theater of opera- 
tions." 2 The 14th Army staff, which did 
know the destination, shared the nervous- 

1 Phil Landing Opns (Amphibious), ATIS Doc 
1 Ibid. 



ness of the troops. Everything depended 
upon the success of this operation. All that 
had gone before was but a preliminary to 
these landings. If they did not succeed, the 
plans of the Southern Army and of Im- 
perial General Headquarters would fail. 
"During all my campaigns in the Philip- 
pines," said General Homma when he was 
on trial for his life, "I had three critical 
moments, and this was number one." 8 

The Lingayen Landing 

On the morning of 21 December, Fili- 
pinos near Bauang along the shores of 
Lingayen Gulf observed a Japanese traw- 
ler cruising leisurely offshore. Unmo- 
lested, it took soundings and then serenely 
sailed off to the north. 4 Late that night, 
seventy-six heavily loaded Army trans- 
ports and nine Navy transports, all under 
strong naval escort, steamed into Lingayen 

' Proceedings of the trial, United States of 
America vs. Masaharu Homma Before the Military 
Commission Convened by the Commanding Gen- 
eral, United States Army Forces Western Pacific, 
p. 3050, testimony of Homma. 

The transcript of the trial includes 30 volumes 
of testimony before the military tribunal, 5 vol- 
umes of exhibits, and 1 volume of the trial review 
by Lt. Gen. Wilhelm D. Styer. The volumes of 
testimony are numbered 1 through 30- — each vol- 
ume covering one day of the trial, held during the 
period December 19, 1945, to February 11, 1946 — 
and are paginated seriatim. They will be here- 
after referred to as USA vs. Homma with appro- 
priate page. The 5 volumes of exhibits include 
3 kinds of documents: Prosecution Exhibits, 
1-425, Defense Exhibits, A-Y, and Commission 
Exhibit 1, and will be hereafter cited as USA vs. 
Homma, Prosecution, Defense, or Commission Ex- 
hibits with appropriate number or letter. When 
used, the transcript of the proceedings of this trib- 
unal and the exhibits were on file in the War 
Crimes Division of the Office of the Judge Advo- 
cate General. 

4 Interv, author with Col Blackburn, 11th Div 
(PA), 13 May 49. Colonel Blackburn was sta- 
tioned near Bauang at this time. 

Gulf and dropped anchor. The main as- 
sault was on. 

The Landing Force 

Aboard the transports was the main 
strength of General Homma's 14th Army, 
altogether 43,110 men. 5 The major com- 
bat strength of the Lingayen Force was 
drawn from Lt. Gen. Yuichi Tsuchibashi's 
48th Division. Activated in Formosa in 
late 1940 and as yet untried in battle, this 
division was composed of the 1st and 2d 
Formosa Infantry Regiments, the 47th In- 
fantry, and artillery, reconnaissance, en- 
gineer, and transport regiments. Attached 
to it for the landing was a large number of 
combat and service units, but the 2d For- 
mosa had been lost by the establishment of 
the Tanaka and Kanno Detachments. Al- 
though probably the best motorized divi- 
sion in the Japanese Army at this time, the 
48th by American standards could hardly 
be said to have sufficient motor transporta- 
tion. One battalion of each infantry regi- 
ment was equipped with bicycles. Divi- 
sional artillery consisted of the 48th Moun- 
tain Artillery, similar to a standard field ar- 
tillery regiment except that the basic weap- 
on was the 75-mm. mountain gun (pack). 6 

"Ltr, Chief, Hist Div SSUSA to G-2 GHQ 
FEC, 9 Nov 48, 3d Ind, 16 Aug 49. The break- 
down of the troops landing between 22 and 28 
December 1 94 1 is as follows : 

Hth Army 34,856 

Shipping Units 4, 633 

Army Air Force 3, 621 

Total 43, 110 

" Order of Battle of the Japanese Armed Forces, 
WD G-2, 1 Mar 45, p. 108; USA vs. Homma, p. 
3054-55, testimony of Homma; Handbook of Jap- 
anese Military Forces, TM-E-30-480, 15 Sep 44, 
p. 37. 



In addition to the 48th Division, the 
Lin gay en Force contained the 16th Divi- 
sion's 9th Infantry, and part of the 22d Field 
Artillery with 8 horse-drawn 75-mm. guns. 
Larger caliber pieces were provided by the 
9th Independent Field Artillery Battalion 
(8 150-mm. guns), the 1st Field Artillery 
Regiment (24 150-mm. howitzers), and the 
8th Field Artillery Regiment (16 105-mm. 
guns). Included in the Lingayen Force 
were between 80 and 100 light and heavy 
tanks distributed between the 4th and 7th 
Tank Regiments. 7 A large number of 
service and special troops completed the 

The vessels that reached Lingayen Gulf 
on the night of 21 December were organ- 
ized in three separate convoys. The first to 
leave had come from Kirun in northern 
Formosa and had sailed at 0900 of the 
17 th. It contained twenty-one transports 
and had been escorted by the Batan Island 
Attack Force, which had returned to For- 
mosa after the landing on 8 December. 8 

The convoy loaded at Mako in the Pes- 
cadores, being second farthest from the 
Philippines, was the next to depart. At 
noon on 18 December, the twenty-eight 
transports of this group, accompanied- by 
the Vigan Attack Force, left port. The last 
convoy left Takao in Formosa at 1700 on 
the 1 8th, escorted by the naval force which 
had supported the Aparri landing. 

With each convoy went a large number 

T One of these was a heavy tank regiment, whose 
tanks were the equivalent of the U.S. 13-ton light 
tank; the other was light. The Japanese do not 
indicate which is the heavy and which is the light 
tank regiment, but it appears that the 4th con- 
tained the light tanks. 

'14th Army Opns, I, 46; II, 8, Untranslated 
Chart 5; Japanese Naval Opns in Phil Invasion, 
p. 14; Morison, Rising Sun in the Pacific, p. 162. 

of landing craft, altogether 63 small landing 
craft, 73 large ones, and 15 others, which 
the Japanese called "extra large." In addi- 
tion, there were 48 small craft, best de- 
scribed as powered sampans. The smallest 
of the landing craft weighed 3 tons and was 
apparently used as a personnel carrier. The 
large landing craft, Daihatsu Model A 
(Army), was probably the one that saw 
most service in the Pacific war. Resembling 
a fishing barge in appearance, it weighed 5 
tons, was 50 feet long, was capable of 6 to 
10 knots, and had a draft of 3 to 4 feet 
and a capacity of 100 to 120 men for short 
hauls. The "extra large" landing craft, 
or Tokubetsu Daihatsu, weighed 7 to 8 tons 
and was capable of carrying the later model 
tanks. Its end could be dropped, enabling 
the tanks to climb in and out under their 
own power. 10 

In addition to the direct support provided 
by the naval escorts with each convoy — al- 
together 2 light cruisers, 16 destroyers, and 
a large number of torpedo boats, mine- 
sweepers and layers, patrol craft, and mis- 
cellaneous vessels — a large naval force led 
by Vice Adm. Ibo Takahashi, 3d Fleet 
commander, moved into position to furnish 
distant cover. On 19 December this force 
sortied from Mako and sailed to a point 
about 250 miles west of Luzon. There it 
was joined by units of Vice Adm. Nobutake 
Kondo's 2d Fleet, detached from support of 
the Malayan invasion. Altogether, the 
Japanese had a force of 2 battleships, 4 
heavy cruisers, 1 light cruiser, 2 seaplane 

8 14 Army Opns, II, 1-5, 8, Untranslated Charts 
1 and 5; Handbook of Japanese Mil Forces, pp. 

10 Answers by 1st Demob Bureau to Question- 
naire on Phil Campaign prepared by author, 5 
Aug 49, ATIS Doc 49692. 



carriers, and some destroyers in position to 
meet any Allied naval attempt to disrupt 
the landing of the Lingayen Force.™ 

The Plan 

The Japanese plan called for landings at 
three points along the shores of Lingayen 
Gulf, to begin at 0500 of the 22d. 12 Each 
of the convoys constituted a separate task 
force and each was to land at a different 
point. The southernmost landing was to 
be made by the Takao convoy carrying the 
47 th Infantry (less one battalion) , 4th Tank 
Regiment (less one company) , and support- 
ing elements. This force was to land at 
Agoo, a small village just inland from the 
eastern shore of Lingayen Gulf, about five 

"Japanese Naval Opns in Phil Invasion, p. 14; 
Interrogs of Vice Adm Kazutaka Shiraichi, CofS, 
2d Fleet, 15 Oct 45, and of Capt Masamichi Fu- 
jita, 2d Fleet staff, 20 Oct 45, USSBS, Interroga- 
tions of Japanese Officials, I, 26, 72 ; Morison, Ris- 
ing Sun in the Pacific, p. 178. 

u The landing plan was drawn up in Formosa on 
1 Dec 41 and is reproduced in 14th Army Opns, 
II, 1—5. The author used the untranslated 

Unless otherwise noted, the account of the 
Lingayen landing and the consolidation of the 
beachhead is based on the following sources: 14th 
Army Opns, I, 46-48, 51-52; 5th Air Gp Opns, 
pp. 31-37; Statement of Col Moriji Kawagoe, 
former CofS, 48th Division, 30 Jun 49, ATIS Doc 
62707, in Statements of Japanese Officials on 
World War II, GHQ FEC, Mil Intel Sec, II, 124- 
28 ; Japanese Naval Opns in Phil Invasion, pp. 8— 
9, 13-14; Morison, Rising Sun in the Pacific, pp. 
179-83; USAFFE-USFIP Rpt of Opns, pp. 31ff; 
NLF and II Corps Rpt of Opns, pp. 7-10; Wain- 
wright, General Wainwright's Story, pp. 33-35; 
Lt Col William E. Chandler, "The 26th Cavalry 
(PS) Battles to Glory," Armored Cavalry Journal, 
Nos. 2 and 3 (March- June 1947), Part 1, pp. 14- 
16, Part 2, pp. 7-11; ltr, Col Clyde A. Selleck to 
Board of Officers, 1 Feb 46, sub: Statement for 
Reinstatement of Rank, pp. 7-9, copy supplied 
author by Col Selleck, and in OCMH; and ltr, 
Col Halstead C. Fowler, formerly CO 71st 
FA (PA) to author, 30 Apr 49. 

miles north of Damortis. Starting at 0500, 
the troops, already loaded into the sixty- 
nine landing craft assigned to this force, 
were to head for the beach. The first wave 
was scheduled to touch down at 0540. The 
round trip time of the landing craft in this 
wave was to be two hours; thereafter it 
would be one hour. Altogether each of the 
craft would make ten round trips during the 
first day. 

The landing craft of the Mako convoy, 
carrying the 1st . Formosa and 7th Tank 
Regiment, were to move out thirty minutes 
after the 47th Infantry, and at 0550 would 
hit the shore at Caba, seven miles north of 
Agoo. To carry the troops of this force 
ashore, 57 landing craft and 19 powered 
sampans were assigned. The third force, 
consisting of the 9th Infantry and called the 
Kamijima Detachment, was not to start 
landing operations until 0700. 13 At that 
time the troops would be loaded into 20 
landing craft and 29 sampans and would 
head for Bauang, about seven miles north 
of Caba, the first wave reaching shore at 
0730. Thus, 14th Army expected to hold 
a fifteen-mile stretch of beach, from Bauang 
on the north to Agoo on the south, along the 
narrow coastal plain between Lingayen 
Gulf and the Cordillera central range, by 
0730 of D Day, 22 December. 

The position chosen for the landing was 
an excellent one. Between the mountains 
and the shore was a narrow level strip along 
which ran Route 3, an excellent hard-sur- 
face, two-way highway. At Bauang was 
a road intersecting Route 3 and leading 
eastward through a mountain defile to 
Baguio, whence it turned south to join 
Route 3 again near Rosario. At Aringay, 
just above Agoo, was a river which formed 

>a The name Kamijima also appears as Uejima. 



a small valley through the mountains. 
Through this valley ran a partially surfaced 
road which led from Aringay to Rosario, 
one of the key road intersections in this 
area. South of the landing beaches was 
the central plain of Luzon. Route 3 opened 
directly on to the road network leading into 

Once ashore the troops were to destroy 
any American forces in the vicinity and 
move inland without waiting to consolidate 
the beachhead. Later waves would per- 
form that task. The Kamijima Detachment 
at Bauang was to send one element north 
to occupy San Fernando, La Union, and 
another east along the Bauang-Baguio 
Road, to seize the Naguilian airfield and 
then press on to Baguio. By seizing Baguio, 
the Japanese would prevent an American 
counterattack from the east through the 
defile. The occupation of San Fernando 
to the north would effect a consolidation 
with Colonel Tanaka's force moving south 
from Vigan and would protect the rear of 
the Japanese southward advance. 

The forces landing at Caba and Agoo 
were to press south toward Damortis and 
Rosario. Two roads would be used: the 
coastal highway to Damortis, and the par- 
tially surfaced road which paralleled the 
Aringay River and led to Rosario. Once 
at their objectives, these troops were to as- 
semble and "prepare to advance" toward 
the bank of the Agno River, the first formi- 
dable obstacle to a force moving south from 
Lingayen Gulf to Manila. 

The Landing 

The voyage of the Lingayen Force to the 
target was uneventful. In an effort to avoid 
detection and to create the impression that 

the destination was Indochina, the trans- 
ports at first followed a southwesterly course. 
Only a typhoon in the South China Sea 
hindered the approach ; no American planes 
or ships appeared. 

The combined invasion force was with- 
out air cover, such support no longer con- 
sidered necessary, until the 21st when 
twenty planes of the 24th and 50th Fighter 
Regiments, based at Laoag, came out to 
meet the ships and escort them during the 
last leg of the journey. At the same time, 
six light bombers struck Fort Wint on 
Grande Island at the entrance to Subic 
Bay, hoping thus to make the real land- 
ing site. Between 0110 and 0430 on 
22 December, the three convoys, after a slow- 
voyage at an average speed of 8 knots, drop- 
ped anchor in Lingayen Gulf. 14 The weath- 
er was chill, the skies were dark, and an 
intermittent rain was falling. 

At this point things began to go wrong. 
The convoy leaders, warned against stop- 
ping short of their targets, went to the other 
extreme. The initial anchorage was to have 
been between San Fernando and the Arin- 
gay River, but the lead ship, unable tc 
locate the river in the darkness, overshot 
the mark, and dropped anchor off Santo 
Thomas, about four miles south of Agoo. 
The other transports followed, dropping 
anchor at intervals over a distance of fifteen 
miles. As a result, the landing craft now 
had to make a longer trip than anticipated 
to reach their designated beaches. 1 " 

14 Answers to Questionnaire on Phil Campaign, 
5 Aug 49, ATIS Doc 49692; Interrog of Gen 
Maeda, CofS, 14th Army, 10 May 47, Interroga- 
tions of Former Japanese Officers, Mil Hist Div, 
GHQ FEC, I; USA vs. Homma, p. 3049, testi- 
mony of Homma. 

"Interrog of Gen Maeda, 10 May 47; Phil 
Landings Opns (Amphibious), ATIS Doc 1989- 



Under cover of cruiser and destroyer gun- 
fire, the troops began going over the side 
shortly after 0200. By 0430 two battalions 
of the 47th Inf'dntry and one battalion of 
the 48th Mountain Artillery were in the 
landing craft, ready to strike out for shore. 
At 0517 the first troops touched down on 
the beach south of Agoo. Less than fifteen 
minutes later, at 0530, the 1st Formosa In- 
fantry, the main strength of the 3d Bat- 
talion, 48th Mountain Artillery, and tanks 
began landing at Aringay, about two miles 
south of Caba. Two hours later part of the 
Kamijima Detachment came ashore near 
Bauang; the rest of the Detachment landed 
at Santiago, three miles to the south, at 
0830. 16 

The transfer of the troops to the land- 
ing craft had proved extremely difficult 
because of high seas. The light craft were 
heavily buffeted on the way to shore and 
the men and equipment soaked by the 
spray. The radios were made useless by 
salt water, and there was no communica- 
tion with the first waves ashore. Even 
ship-to-ship communication was inade- 
quate. The men had a difficult time in the 
heavy surf, and it proved impossible to 
land heavy equipment. The high seas 
threw many of the landing craft up on 
the beach, overturning some and beaching 
others so firmly that they could not be put 
back into operation for a full day. The 
northernmost convoy finally had to seek 
shelter near San Fernando Point, where the 
sea was calmer. The second wave could 
not land as planned, with the result that 
the entire landing schedule was disrupted. 
The infantry, mountain artillery, and some 
of the armor got ashore during the day, but 

"Interrog of Capt Ishihara, 3d Fleet staff, 22 
Oct 45, USSBS, Interrogations of Japanese Offi- 
cials, I, 83. 

few of the heavy units required for sup- 
port were able to land. 

Luckily for the Japanese, they had been 
able, by skillful handling of the transports, 
to enter shoal waters before the American 
submarines could get into action. Once 
inside, however, the vessels were strung out 
for fifteen miles, presenting a perfect target 
for those submarines that could get into the 
gulf. The S-38 pushed into shallow waters 
and sank the Army transport Hayo Maru 
while it was following the gunboats? which 
were preparing to lay mines a few miles 
west of the anchorage. But on the whole 
the results obtained by the submarines were 
disappointing. 17 

To increase the Japanese worries, four 
of the B-17's that had come up from 
Batchelor Field to bomb the Japanese at 
Davao flew on to Lingayen Gulf and 
managed to slip through the covering 
screen of the 24th and 50th Fighter Regi- 
ments that morning to strafe the cruis- 
ers and destroyers and inflict some damage 
on the Japanese. Even Admiral Taka- 
hashi's cover force, now about 100 miles 
northwest of Lingayen Gulf, came under 
attack. PBY's and Army planes went for 
the flagship Ashigara, mistaking it for the 
Haruna. Although they scored no hits, the 
planes reported the Haruna sunk. The 
cover force finally slipped away into a rain 

Meanwhile, the rising sea had forced 
many of the Japanese ships to shift anchor- 
age and they moved into the inner bay. 
There they ran into more trouble when they 
came into range of the 155-mm. guns of the 
86th Field Artillery Battalion (PS). This 
battalion had two guns at San Fabian and 

" Apparently many of the transports were shal- 
low draft, converted fishing vessels, presenting dif- 
ficult targets for the undersea craft. 





two at Dagupan, and these apparently 
opened fire on the southernmost elements 
of the invasion force. Although claiming 
to have sunk three transports and two de- 
stroyers, the coastal guns actually did no 
damage except to give General Homma 
many nervous moments. 18 

The Japanese landing at Lingayen did 
not surprise the high command in the Phil- 
ippines. It was the logical place to land a 
large force whose destination w r as Manila. 
On 18 December G-2, USAFFE, had re- 
ceived information of the movement of a 

"Rad, MacArthur to AG WAR, No. 34, 22 Dec 
41, AG 381 (U -2 7-41 Gen) Far East; account of 
86th FA Bn, from diary of an unidentified officer 
who died at Cabanatuan as a prisoner of war, 

hostile convoy of about eighty transports 
moving toward the Philippines Irom the 
north. This information had been relayed 
to naval headquarters which already had 
submarines in the area. 1 " At 0200 of the 
20th, 16th Naval District headquarters re- 
ported to USAFFE that a large convoy had 
been sighted forty miles north of Lingayen 
Gulf. On the night of 20 21 December, 
USAFFE, acting on information received, 
warned the units stationed in that area 
that a Japanese expedition "of from 100 
to 120 vessels" was moving south and could 
be expected off the mouth of the gulf by 

10 Collier, Notebooks, II, 10. This information 
is not corroborated by naval sources or by the 
meaner official accounts, but it corresponds with 
the known facts. 



evening of the 21st. 20 The first report of 
the arrival of the invasion force came from 
the submarine Stingray which had been on 
patrol off Lingayen for several days. Be- 
fore any action could be taken, the landings 
had begun. 

Despite the warning, the Americans 
seem to have been ill prepared to drive off 
the invaders. At this time the 120-mile- 
long coast line of Lingayen Gulf was de- 
fended by two Philippine Army divisions, 
only one of which had divisional artillery. 
The southern edge of the gulf where the 
landing was expected and where the bulk of 
the artillery was em placed, was in the 21st 
Division sector. The eastern shore, as far 
north as San Fernando, was held by the 1 1th 
Division. The 71st Infantry (71st Divi- 
sion ) , with only ten weeks' training, was at- 
tached to the 1 1 th Division and posted in 
the Bauang-Naguilian area. The 26th 
Cavalry ( PS ) , led by Col. Clinton A. Pierce, 
had been moved from North Luzon Force 
reserve at Rosales to Pozorrubio on Route 3 
about twelve miles south of Rosario, in the 
path of the Japanese advance. 

Only at Bauang were Filipino troops 
waiting at the beach. Here the Headquar- 
ters Battalion, 12th Infantry (PA), with 
one .50-caliber and several .30-caliber ma- 
chine guns, faced the oncoming Japanese. 
As the Kamijima Detachment approached 
the shore, the Filipinos took it under fire. 
The .50-caliber gun caused heavy casualties 
among the Japanese, but the .30's had 
dropped out of the action early with clogged 
firing mechanisms, due to faulty ammuni- 
tion. Despite the casualties, the Japanese 

20 Mallonee, Bataan Diary, I, 58. The author 
has been unable to find a copy of this radio 

pushed ahead and established a foothold on 
shore, whereupon the Filipinos withdrew. 21 
Behind the beach at Bauang was Lt. Col. 
Donald Van N. Bonnett's 71st Infantry 
( P A ) . On the 2 1 st Bonnett had been given 
orders to halt Colonel Tanaka's 2d Formosa 
at San Fernando, La Union. One bat- 
talion, with a battery of 75-mm. guns 
( SPM ) attached, was to move up the coastal 
road to meet the 2d Formosa head on. An- 
other battalion was to advance along a sec- 
ondary road to the east and attack 
Colonel Tanaka on his left flank. This 
maneuver, if well executed, might have de- 
stroyed the 2d Formosa, but the inexper- 
ienced and poorly equipped Filipinos were 
not capable of a swift and sudden on- 
slaught. 22 

Before the 71st Infantry could complete 
its movement the Japanese landed. Patrols 
from the Kamijima Detachment immedi- 
ately moved north along Route 3 and at 
1 1 00 made contact with a 2d Formosa 
patrol. By 1400 the main bodies of both 
units had joined. Meanwhile, Colonel 
Kamijima's 2d Battalion, 14th Army re- 
serve, had pushed into Bauang immediately 
after landing and by 1700 had secured the 
town and surrounding area. The 3d Bat- 
talion, in accordance with the plan, moved 

21 USA vs. Homma, p. 3054, testimony of 
Homma; Interrog of Gen Maeda, 10 May 47; Phil 
Landing Opns (Amphibious), ATIS Doc 1989- 
6A; interv, author with Col Blackburn, 13 May 
49. The ammunition had been buried in the sand. 

22 The remainder of the regiment was at Bauang. 
71st Infantry (PA), extract from the diary of Maj 
William J. Priestley, pp. 1, 2, copy on file in 
OCMH. This diary consists of a series of note- 
books prepared by Major Priestley in prison camp 
after talking with the officers and men of the vari- 
ous units whose contribution to the Philippine 
campaign he describes. 



out along the Bauang— Baguio road to the 
east, toward the Naguilian airfield. 

With Colonel Kamijima's 9th Infantry 
ashore, the position of the 71st Infantry 
units became untenable. One battalion 
moved down the coastal road and the other, 
with elements of the 1 1th Division, fell back 
to the east in the face of the Japanese ad- 
vance. Bonnett's orders now were to with- 
draw through Baguio to the south, clearing 
the Philippine summer capital by dark. 23 

Farther south Col. Hifumi Imai's 1st 
Formosa and the 48th Mountain Artillery 
(less 1st and 2d Battalions) had landed at 
Aringay and by 1030 had concentrated for 
the advance. Colonel Imai's mission was 
to move his force south toward Damortis 
and Rosario. Early in the forenoon the 
regiment moved out, down the coastal road, 
and by 1600 the column had joined the 
48th Reconnaissance and the 4th Tank 
Regiments, which had come ashore at 0730, 
north of Damortis. 

The landing at Agoo, where Col. Isamu 
Yanagi's 47th Infantry with a battalion of 
the 48th Mountain Artillery had come 
ashore, was unopposed initially. Without 
waiting for motor transportation, Colonel 
Yanagi moved inland toward the Aringay 
Road, thence south to Rosario. Mean- 
while, Brig. Gen. William E. Brougher, 
11th Division commander, had sent for- 
ward a battalion of infantry to meet the 
Japanese coming down the coast and, if 
possible, disrupt the landing at Agoo. By 
this time the 48th Reconnaissance and 4th 
Tank Regiments were ashore, and in the 
brush that followed easily routed the Philip- 
pine Army troops who beat a hasty retreat 
to Damortis. 24 

x Ibid., p. 1. 

14 Collier, Notebooks, II, 35. 

Thus, by afternoon of the 2 2d, the Jap- 
anese had pushed ashore elements of three 
infantry regiments, with supporting artil- 
lery and tanks; the main force of the 14th 
Army was still aboard the transports. Hard 
fighting lay ahead before the initial objec- 
tives of the Lingayen Force would be at- 
tained and the Japanese freed from the 
danger of being driven back into the sea. 

Consolidating the Lingayen Beachhead 

While his troops at Lingayen were push- 
ing ahead, General Homma remained 
aboard ship in Lingayen Gulf. He had 
done all he could in the planning and prep- 
aration for the invasion. Now his troops 
were committed and their failure or success 
was out of his hands. His anxieties, the lot 
of any commander during the amphibious 
stages of an operation, were increased by 
lack of communications with the men 
ashore and the confusion caused by high 
seas and heavy surf. He had no knowledge 
of the disposition of his troops, moving in 
many columns in all directions, and no way 
of controlling the action. He had pushed 
his infantry and approximately half his 
armor ashore between Bauang and Agoo, 
but all the artillery save one regiment was 
still aboard the transports in the gulf. Cut 
off from his troop commanders, he had no 
way to lessen his apprehension by assurances 
that all was well. 

There was some basis for General 
Homma's fears. The position of the Jap- 
anese troops ashore, while generally favor- 
able, might easily become precarious. The 
landing had been made in a narrow corridor 
crossed by numerous streams, each of which 
afforded the defender an opportunity for 
delaying action. Although the plain to the 
south provided an excellent route to Manila, 



it could also be used by the Americans and 
Filipinos as the base for a concerted coun- 
terattack against the Japanese as they 
streamed out of the corridor. A vigorous 
and well-timed attack by the four divisions 
of the North Luzon Force, spearheaded by 
the well trained and equipped Philippine 
Division in USAFFE reserve, might well 
"wipe out the invader." 25 If, at the same 
time, sufficient air and naval forces could 
be mustered to attack the transports and 
naval escort lying at anchor in the bay, the 
Japanese line of retreat would be cut and 
all Homma's achievements and plans 
brought to naught. 

According to the Japanese plan, the 
troops, once they had landed at Lingayen, 
were to move on without waiting for the 
concentration of the entire landing force. 
But a difference of opinion now arose in 
14th Army headquarters. The more cau- 
tious staff officers, believing it would be 
suicidal to proceed with the advance as 
planned, argued for the establishment of a 
strong, well-organized beachhead before 
moving further. Their troops, they rea- 
soned, were at present confined to the long, 
narrow coastal plain, and the Americans 
from their positions along the commanding 
heights to the east might well hold up any 
Japanese advance long enough to allow 
General MacArthur to send up his reserves. 
The results would be disastrous. 

The more aggressive wished to execute 
the original plan. They argued that the 
American commanders would not risk an 
offensive in front of the Agno River line. 
Even if the Americans decided to attack 

21 Mallonee, Bataan Diary, I, 60. The four divi- 
sions were the 11th, 21st, 71st and 91st Divisions 
(PA). With the state of training, lack of equip- 
ment and transportation, and the absence of com- 
munication, such an attack was impossible. 

earlier, the bolder 14th Army staff officers 
felt that the advantages gained from con- 
tinuing the advance were great enough to 
justify the risk. If the plan succeeded, the 
Japanese would gain bridgeheads across the 
Agno and would be in position to advance 
rapidly on Manila. Also, it would assure 
the safety of the beachhead. The views of 
the more aggressive won out, and General 
Homma agreed to continue the advance as 
planned. 26 

As the first day passed and no word came 
from the advancing troops, General Hom- 
ma's fears increased. With no prospect of 
a calm sea in which to land his artillery and 
heavy equipment next day, and still fearing 
an American counterattack, he determined 
to shift anchorage. At 1730 of D Day he 
ordered the convoy to move farther south 
during the night, to a point off Damortis, 
and continue landing operations there the 
next day. Fearing artillery fire at the new 
anchorage, he ordered General Tsuchi- 
bashi, the 48th Division commander, to 
take San Fabian, where there were two 
155-mm. guns, thus extending the Japanese 
drive southward along the Lingayen coast. 27 

Damortis and Rosario 

As the Japanese invasion force made 
ready to land, the Americans made last- 
minute preparations to meet the attack. 
USAFFE attached twelve 75-mm. guns on 
self-propelled mounts to Wainwright's 
North Luzon Force and ordered the 192d 
Tank Battalion to his support, but did not 
place them under his command. Wain- 
wright in turn sent Colonel Pierce's 26th 

26 Phil Landing Opns (Amphibious), ATIS Doc 
1989-6 A. 

2 ' USA vs. Homma, pp. 3053-54, testimony of 



Cavalry (PS) from Pozorrubio to Rosario 
and by 0500 the Scouts were on their way. 

While the main body of the 26th Cavalry 
advanced toward Rosario, the Scout Car 
Platoon (less detachments) moved ahead 
quickly to Damortis. When it found the 
town unoccupied it pushed northward along 
the coastal road. A few miles to the north 
the Scout platoon ran into the forward 
elements of the 48th Reconnaissance and 
4th Tank Regiments and fell back to 

Meanwhile the rest of the 26th Cavalry 
at Rosario had been ordered to Damortis 
and directed to hold that town. Upon its 
arrival the regiment established defensive 
positions, which would permit a delaying 
action in the event of a forced withdrawal. 
At 1300 the cavalrymen came under attack 
from Japanese ground units supported by 
planes of the 5th Air Group. 

Colonel Pierce, who now had, in addition 
to his own cavalry, a company of the 12th 
Infantry and one from the 71st under his 
command, was hard put to hold his position 
and called on General Wainwright for help. 
At about the same time Wainwright re- 
ceived word that an enemy force mounted 
on cycles or light motor vehicles was ap- 
proaching Damortis. To meet this emer- 
gency, Wainwright requested a company of 
tanks from Brig. Gen. James R. N. Weaver, 
the Provisional Tank Group commander. 

Because of a shortage of gasoline, Weaver 
could furnish only a platoon of five tanks 
from Company C, 192d Tank Battalion. 
These moved out to the threatened area and 
near Agoo met the enemy's light tanks. The 
command tank, maneuvering off the road, 
received a direct hit and burst into flames. 
The other four, all hit by 47-mm. antitank 
fire, succeeded in returning to Rosario but 
were lost by bombing later in the day. At 

1600 elements of the 1st Formosa and 48th 
Mountain Artillery, which had landed ear- 
lier in the day at Aringay joined the attack. 
Colonel Pierce, finding himself completely 
outnumbered, withdrew to his first delay- 
ing position east of Damortis. By 1900, the 
Japanese were in complete control of the 
town. 118 

Earlier that afternoon Wainwright had 
attached the 26th Cavalry to the 71st Di- 
vision and had ordered Brig. Gen. Clyde 
A. Selleckto take his 71st Division (less 71st 
Infantry), then at Urdaneta, to Damortis, 
a distance of about twenty : five miles, and 
prevent the Japanese from moving south. 
The 26th Cavalry was to cover the right 
flank of the 71st Division and hold the junc- 
tion of the Rosario— Baguio road, east of 
Rosario, in order to permit Major Bonnett's 
force, the 71st Infantry (less 1st Battalion), 
then at Baguio, to clear that point and join 
the North Luzon Force. 

At about 1630 General Selleck, accom- 
panied by the 7 2d Infantry commander and 
Lt. Col. Halstead C. Fowler of the 71st 
Field Artillery, arrived at Rosario, which 
had by now become the focal point of Amer- 
ican resistance. There he learned that Jap- 
anese troops were not only approaching 
from the west along the Damortis road, but 
also from the northwest where Colonel 
Yanagi's 47th Infantry was advancing from 
Agoo along the Aringay River valley. On 
his way to Damortis, Selleck found Colonel 
Pierce in his defensive position and learned 
of the exhausted condition of the 26th Cav- 
alry. Since 71st Division troops had not 

83 Miller, Bataan Uncensored, p. 94; ltr, Weaver 
to Wainwright, 20 Nov 45, copy made available to 
author by General Weaver, and in OCMH; 
Weaver, Comments on Draft MS, Comment 3, 
OCMH; Prov Tank Gp, Rpt of Opns 1941-42, 
p. 9, Annex X, USAFFE-USFIP Rpt of Opns. 



yet come up, he ordered the cavalrymen to 
fall back slowly on Rosario. 

The Japanese by this time had a sizable 
force advancing along the Damortis-Ro- 
sario road. With the 48th Reconnaissance 
Regiment in the lead and Colonel Imai's 
1st Formosa supported by the 48th Moun- 
tain Artillery (less 1st and 2d Battalions) 
forming the main body, the Japanese threat- 
ened to overwhelm Colonel Pierce's weary 
cavalry. The tankers, Company C, 192d, 
supporting the Scouts, claimed to have or- 
ders from General Weaver, the Provisional 
Tank Group commander, to fall back at 
2000 to Rosario, and at the appointed time 
began to pull out. As the last of the tanks 
passed through the American lines, the rear 
guard of the 26th Cavalry was penetrated 
by Japanese tanks. In the confused ac- 
tion which followed, the Japanese tanks, 
merged in the darkness with the struggling 
men and the terrified riderless horses, cut 
up the defenders and exacted a heavy toll. 
Only bold action by Maj. Thomas J. H. 
Trapnell in blocking a bridge over a small 
river a few miles west of Rosario with a 
burning tank halted the Japanese and pre- 
vented a complete rout. 

When the retreating cavalrymen reached 
Rosario, they discovered that Troop F, 
which had been defending the trails north- 
west of the town, had been forced back by 
Colonel Yanagi's troops. It was now fight- 
ing a pitched battle in the town's public 
square. Fortunately for the Scouts, part 
of Colonel Yanagi's force had just been de- 
tached and ordered back to Agoo for the 
drive on San Fabian. Troop F held until 
the rest of the regiment had passed through 
Rosario. Then it broke off the action and 
followed, leaving the Japanese in posses- 
sion. There was no pursuit; the 47th In- 

fantry was content to wait for the 1st For- 
mosa and the tanks, a few miles west of the 
town on the Damortis road. 

Things had gone no better for Major 
Bonnett's force at Baguio. Busily tracking 
down rumors of Japanese units approach- 
ing in every direction, Bonnett spent the 
night at Baguio instead of pushing south 
to Rosario. Lt. Col. John P. Horan, the 
commander of Camp John Hay at Baguio, 
kept MacArthur's headquarters informed 
by radio of Japanese movements in the 
area and of the predicament of the force 
under Bonnett. 29 A few minutes before 
midnight of the 2 2d Horan radioed that 
the Japanese were "reported in Rosario" 
and that Bonnett desired "to move south at 
once if way is clear." "Can you contact 
Selleck by radio," he asked, "and inform 
us?" 30 

Although Horan received no reply, 
Wainwright, about midnight of the 22d, 
ordered Pierce to hold the junction of the 
Baguio and Rosario roads. Bonnett, un- 
aware of this effort and believing that the 
Japanese held Rosario, remained at Baguio, 
and the 26th Cavalry finally had to with- 
draw the next morning when the position 
became untenable. 31 Bonnett later moved 
east over the mountains into the Cagayan 
valley, but Horan remained at his post 
throughout the 23d. The next morning, 
with the Japanese advancing from all sides, 
Horan pulled out after sending a final mes- 
sage to MacArthur: "My right hand in a 
vise, my nose in an inverted funnel, con- 

23 Colonel Horan's radios to MacArthur are in 
AG 370.2 (19 Dec 41) Phil Reds. 

S0 Rad, Horan to GG USAFFE, 22 Dec 41, AG 
370.2 (19 Dec 41) Phil Reds. 

31 Interv, author with Col Blackburn, 13 May 49; 
Liles, 12 Inf (PA), pp. 5-6; unsigned account of 
13 Inf (PA), pp. 9-10. 



stipated my bowels, open my south paw. 
. . ." 32 So ended the American occupation 
of the Philippine summer capital. 

Thus, by the end of D Day, the Japanese 
had secured most of their objectives. They 
had landed safely along the beaches between 
Bauang and Agoo, and, pushing north, 
south, and east, had seized the defiles 
through the mountains, effected a juncture 
with Colonel Tanaka's force, and occupied 
Damortis and Rosario. The Japanese were 
now in position to debouch on to the central 
plain. Only their inability to get artillery 
and supplies ashore marred the day's 

All the honors in the first day's fight had 
gone to the Japanese. Only the Scouts of 
the 26th Cavalry had offered any serious 
opposition to the successful completion of 
the Japanese plan. The untrained and 
poorly equipped Philippine Army troops 
had broken at the first appearance of the 
enemy and fled to the rear in a disorganized 
stream. Many of them, moving back along 
the coastal road, had passed through the 
21st Field Artillery command post at the 
bend of the gulf. Col. Richard C. Mal- 
lonee, American instructor with the regi- 
ment, thought, "Their presence presages 
disaster." Although he reorganized them 
and sent them back to division headquarters, 
few of them, he felt sure, ever arrived. 
Their stories were always the same. 

Always they were subjected to terrible, hor- 
rible mortar fire. Always the storyteller con- 
tinued to bravely fire his rifle, machine gun 
or 75, as the case might be; always their of- 
ficers ran away — or if the teller is an officer, 
then his superior officers ran first ; always the 
enemy planes dropped many bombs and fired 
many machine guns; always there suddenly 
appeared many hostile tanks, headed straight 

^Rad, Horan to CG USAFFE, 24 Dec 41, AG 
370.2 (19 Dec 41) Phil Reds. 

for him ; always he was suddenly surprised and 
astonished to realize that he was absolutely 
alone, all the others having been killed, or — 
despicable cowards — ran away. Then and 
only then, with the tanks a few feet away 
had he flung himself to one side where — and 
there the story has two variations, first he is 
captured but escapes that night; second he 
hides until night when he returns to our 
lines — but doesn't stop there. But from there 
on the threads of the story re-unite; they are 
very tired, they seek their companions, they 
are very hungry, and, Sir, could they be trans- 
ferred to the Motor Transport Corps and 
drive a truck. 33 

The Approach to the Agno 

The morning of 23 December found the 
71st Division (less 71st Infantry) in posi- 
tion astride Route 3 south of Sison, the 7 2d 
Infantry and the 7 1st Engineers in the front 
lines, with the 71st Field Artillery in sup- 
port to the rear. The 26th Cavalry, which 
had suffered heavily, was under orders to 
fall back through the 71st Division line to 
Pozorrubio to reorganize. The 91st Divi- 
sion, USAFFE reserve at Cabanatuan, had 
been attached to the North Luzon Force, 
and its 91st Combat Team had been or- 
dered north to reinforce the 71st Division. 
It was to arrive at noon and occupy a posi- 
tion north of Pozorrubio, along the road 
leading south from Rosario. 

The action on the 23d opened when two 
battalions of the 47th Infantry, moving 
south from Rosario, struck General Selleck's 
line near Sison. Largely because of Colonel 
Fowler's artillery, the Japanese advance 
was held up until noon. During the early 
afternoon the 47th Infantry was joined by 
the 48th Reconnaissance and 4th Tank 
Regiments. Aided by planes of the 10th 

n Mallonee, Bataan Diary, I, 62—63. See also 
Collier, Notebooks, II, 35-38. 



light tank, M3. 

called and it was agreed that the 7 1st Divi- 
sion would have to withdraw to a line just 
north of Pozorrubio. The 91sl Combat 
Team, it was hoped, would reach that place 
in time to set up a line there. The 26th 
Cavalry in 71st Division reserve at Pozor- 
rubio was to retire to Binalonan where it 
would set up an outpost line through which 
the remainder of the division could fall 
back if necessary. 

At 1900, as the Japanese entered Sison, 
the 26th Cavalry began to move out toward 
Binalonan and the 91st Combat Team 
reached Pozorrubio. That night the enemy 
attacked the 91st and drove it out of the 
town. With its rout, all hopes of holding 
a line at Pozorrubio came to an end. 
Even before the Japanese had entered 

indent \ 

Regiments, the Japanese now began a con- 
certed attack. 

The Filipinos of the 71st Division, 
like those of the 11th, broke and fled 
to the rear, leaving the artillery uncov- 
ered. The line might have held if the 
9 1st Combat Team, en route from Caba- 
natuan, had reached Sison in time. But 
the 91st had run into bad luck. Japanese 
light bombers ranging far in advance of 
the ground troops had knocked out a bridge 
across the Agno River in the path of the 
91st advance. The 91st Combat Team 
was forced to detour and at this critical 
moment was far from the scene of combat. 

The situation was serious. A meeting of 
the American commanders was 



Sison that afternoon, General Wainwright 
had telephoned Mac Arthur's headquarters 
at Manila. After explaining that further 
defense of the Lingayen beaches was "im- 
practicable," he requested permission to 
withdraw behind the Agno River. This 
request was readily granted. Believing that 
he could launch a counterattack if he had 
the Philippine Division, then in USAFFE 
reserve, W ainwright also asked for the divi- 
sion and for permission to mount an attack 
from the Agno. He was directed to sub- 
mit his plans. "I'll get my plans there as 
soon as possible," he replied, but asked for 
an immediate answer on whether he would 
get the Philippine Division. After a slight 
delay, he was told that his chances of secur- 
ing the division were "highly improbable." 
Nevertheless he began to make his plans for 
a counterattack. 34 

The action of 24 December placed the 
Japanese in position for the final drive to- 
ward the Agno River. At about 0500, with 
the 4th Tank Regiment in the lead, the 
Japanese made contact with the 26th Cav- 
alry outposts north and west of Binalonan. 
Although the Scouts had no antitank guns, 
they were able to stop the first attack. The 
tanks then swung west to bypass the Amer- 
ican positions, leaving the infantry to con- 
tinue the fight for Binalonan. By 0700 the 
26th Cavalry had blunted the assault and 
inflicted many casualties on the enemy. 
Pursuing their advantage, the Scouts coun- 
terattacked and the Japanese had to send in 
more tanks to stop the 26th Cavalry. Even 
with the aid of tanks, the Japanese made 
no progress. Sometime during the morning 
the 2d Formosa joined the attack, and the 
cavalrymen found themselves in serious 
trouble. Too heavily engaged to break off 

** Wainwright, General W ainwright' s Story, pp. 

the action and retire, they continued to fight 

At this juncture, General Wainwright 
arrived at Binalonan to see Selleck. He 
found neither General Selleck, who had 
gone to Wainwright's command post to re- 
port, nor any 71st Division troops, but did 
find the 26th Cavalry, which now numbered 
no more than 450 men. He ordered Pierce 
to get his wounded men and supply train 
out as quickly as possible and to fight a de- 
laying action before withdrawing south- 
east across the Agno to Tayug. For more 
than four hours the cavalrymen held their 
position against overwhelming odds, and 
at 1530 began to withdraw. By dusk the 
last elements had reached Tayug and the 
2d Formosa entered Binalonan. "Here," 
said General Wainwright, himself a caval- 
ryman, "was true cavalry delaying action, 
fit to make a man's heart sing. Pierce that 
day upheld the best traditions of the 
cavalry service." 86 

Despite the heroic struggle by the 26th 
Cavalry, the Japanese had secured their 
initial objectives and had established a 
firm grip on northern Luzon. They were 
now in position to march south to Manila 
along the broad highways of the central 
plain of Luzon. Only the southern route 
to the capital remained to be seized. That 
task was the mission of the Lamon Bay 
Force, already moving into position. 

The Lamon Bay Landings 

Simultaneously with the departure of 
the Lingayen Force from Formosa, Lt. Gen. 
Susumu Morioka, 16th Division com- 
mander, had left Amami Oshima in the 
Ryukyus on 1 7 December to begin his six- 

" Ibid., p. 39. 



day voyage southward to Lamon Bay, 200 
road miles southeast of Lingayen. With 
the landing of his force, the Japanese plan 
to place troops in position to attack Manila 
from the north and south would be com- 

Organization and Preparation 

The Lamon Bay Force had a secondary 
role in the seizure of Luzon and was conse- 
quently much smaller than the Lingayen 
Force. Its combat elements consisted pri- 
marily of General Morioka's 16th Division 
(less the 9th and 33d Infantry and some 
supporting elements) and numbered 7,000 
men. In addition, it contained a number 
of attached service and supporting units. 
General Homma did not expect much from 
this force; in his opinion, the 16th Division, 
which had seen action in China, "did not 
have a very good reputation for its fight- 
ing qualities." 36 

The plan for the Lamon Bay landing had 
been prepared during November, while the 
division was still in Japan. The original 
objective had been Batangas Bay on the 
southwest coast of Luzon, where the beaches 
were suitable for landings and where a di- 
rect route led through favora ble terrain 
toward Manila to the north. 37 | (Map 5)\ 
But when the number of aircraft assigned 
to the Philippine operation was reduced, 

" USA vs. Homma, p. 3232, testimony of 
Homma. The strength of the division at this time 
is computed from Order of Battle information and 
from Japanese tables of organization. 

" Except as otherwise noted the account of the 
Lamon Bay landings is based upon: 14th Army 
Opns, I, 28, 32, 54-55; II, 6-7; Luzon Campaign 
of 16th Division, 24 Dec 41-3 Jan 42, ATIS 
Enemy Pub 355, pp. 1-3 ; Japanese Naval Opns in 
Phil Invasion, p. 15; Jones, Diary, pp. 8-11; and 
SLF and II Corps Rpt of Opns, pp. 12-15. 

and when intelligence sources reported 
American reinforcements in bombers and 
submarines, the target had been changed 
to Lamon Bay on the southeast coast. 

The new landing site was undesirable on 
two grounds. First, the line of advance to 
Manila from Lamon Bay lay across the 
Tayabas Mountains, and secondly, Lamon 
Bay offered poor landing sites during the 
winter months because of prevailing winds. 
Despite these objections, Lamon Bay was 
chosen as the target of the 16th Division. 

The final plan developed by Morioka 
called for landings at three points along the 
shore of Lamon Bay — at Mauban, Ati- 
monan, and Siain. General Morioka ex- 
pected to take the Americans by surprise, 
but was ready, if necessary, to make an as- 
sault landing. His troops were to rout any 
American forces on the beaches, rapidly 
cross the Tayabas Mountains, and then con- 
centrate in preparation for an expected 
counterattack. In order to avoid conges- 
tion on the narrow beaches and during the 
crossing of the mountains, the troops were 
to move ahead rapidly in several columns 
immediately after landing, without wait- 
ing for supporting troops or for the consoli- 
dation of the beachhead. The main force 
of General Morioka's division was to ad- 
vance west along Route 1, then sweep 
around Laguna de Bay to drive on to Cavite 
and Manila from the south. 

The force scheduled to land at Mauban 
was the 2d Battalion, 20th Infantry, and a 
battery of the 22 d Field Artillery under Lt. 
Col. Nariyoshi Tsunehiro. After landing, 
it was to strike out to the west to Lucban, 
where it would be in position to move south- 
east to support the Atimonan force. If such 
support proved unnecessary, Tsunehiro was 
to turn northwest to Laguna de Bay, skirt 



the southern shore, then strike north along 
Route 1 to Manila. 

The main force of the 16th Division, un- 
der direct command of General Morioka, 
was to make the assault on Atimonan, In- 
cluded in this force were the 20th Infantry 
(less than 2d and most of the 1st Battalion ) ; 
the 16th Reconnaissance Regiment, with 
one company of light armored cars; the 
16th Engineers; and the 22d Field Artil- 
lery (less 2d Battalion and one battery of 
the 1st). Once ashore, these troops were 
to move west across the mountains along 
Route 1, then north along the shore of 
Laguna de Bay and on to Manila. Amer- 
ican troops and positions encountered along 

the way were, so far as possible, to be by- 
passed and mopped up later. The main ad- 
vance was not to be held up. 

Simultaneously with the landing at Ati- 
monan, the 1st Battalion, 20th Infantry (less 
one company), with artillery support, was 
to land near Siain to the south, and cover 
the left flank of the main force. Having 
fulfilled this mission, the Siain force was 
to pass into division reserve. 

The 24 transports carrying the invasion 
force left the staging area at Amami Oshi- 
ma in the Ryukyus at 1 500 on 1 7 Decem- 
ber, six hours after the first Lingayen convoy 
pulled out of Kirun Harbor in northern 
Formosa. The transports were escorted ini- 



tially by 4 destroyers and 4 minesweepers, 
but they had not gone far before they were 
joined by Rear Adm. Kyuji Kubo's force 
of 1 light cruiser, 2 destroyers, 2 mine- 
sweepers, and 1 minelayer from Legaspi. 

The voyage from Amami Oshima was 
smooth and uneventful until the 23d, when 
the American submarine Sculpin forced 
the convoy to adopt evasive tactics. No 
damage was caused. At 0130 of the fol- 
lowing morning, after the Lingayen Force 
had already been ashore for two days, the 
transports dropped anchor in Lamon Bay. 
An hour later the troops were ready to 
move to shore. 38 

The Landing 

From the American point of view, the 
Japanese could not have landed at a more 
inopportune moment. Maj. Gen. George 
M. Parker's South Luzon Force was badly 
dispersed. The 41st Division (PA) on the 
west coast was in position, but elements of 
the 51st Division along the east coast were 
in the process of movement. The South 
Luzon Force had been reinforced during 
the past few days by the recently inducted 
1st Regular Division (PA), but only the 
1st Infantry of this division had actually 
moved into the area. Its orders were 
to relieve the 3d Battalion, 52d Infantry, 
north of Mauban. By evening of the 23d 
the relief had been accomplished, and one 
battalion of the 1st Infantry was in posi- 
tion at Mauban, another at Infanta; the 
remaining battalion was in reserve at a 
road junction northeast of Lucban. This 
move had just been completed when Mac- 
Arthur's headquarters transferred the 1st 
Infantry to North Luzon Force. General 

M American sources do not confirm the attack 
by the Sculpin. 

Parker — and General Jones — protested the 
order vigorously, and it was finally re- 
scinded, but the movement of the 3d Bat- 
talion, 5 2d Infantry, was in progress when 
the enemy landed. 

That same evening the 51st Division 
troops, who had moved south to delay the 
movement northward of the Kimura De- 
tachment from Legaspi, were pulled back 
and were in the process of moving when 
the Japanese landed. The results for them 
were more tragic; many of them were cut 
off and never returned to the American 

Not only were the forces along the east 
coast dispersed at the moment of the land- 
ing, but those units in position were hand- 
icapped by the absence of artillery. The 
South Luzon Force included two batteries 
of the 86th Field Artillery with 6 155-mm. 
guns, and a battalion of 16 75-mm. guns 
on self-propelled mounts. But none of 
these pieces were emplaced in the Lamon 
Bay area. They were all on the west 
coast— at Batangas, Balayan, and Nasugbu 
Bays. General Jones had requested that 
at least 2 of the 155-mm. guns be moved to 
Atimonan, and Parker, concerned over this 
lack of artillery along the east coast, had 
twice asked MacArthur's headquarters for 
additional artillery. Both times he had 
been turned down, despite the fact that he 
used "the strongest arguments possible." 39 

The failure to move some of the guns from 
the west coast to Lamon Bay, especially 
after the Japanese landing at Legaspi, can 
be explained only by the fact that MacAr- 
thur's headquarters feared to uncover the 
west coast beaches which offered a direct 
route to Manila across favorable terrain. 

" SLF and II Corps Rpt of Opns, p. 13; ltr, 
Jones to Ward, 3 Jan 52, OCMH; ltr, Col S. C. 
MacDonald to Jones, 21 Dec 51, OCMH. 



By accepting the difficulties of a Lamon Bay 
landing, the Japanese unconsciously gained 
a great advantage. 

Thus, during the night of 23-24 De- 
cember, as the Japanese were loading into 
the landing craft, the Lamon Bay area 
was without artillery support and was the 
scene of confusion, with several units in 
the process of movement from one place to 
another. Fortunately, the 1st Battalion, 
1st Infantry, was in position at Mauban, 
and Headquarters and Company A of the 
1st Battalion, 5 2d Infantry were at 

News of the approach of the Japanese 
ieached the defenders at 2200 on the night 
of the 23d, when the transports off Atimo- 
nan were sighted. Four hours later troops 
were reported debarking there and at 
.Siain. First word of a landing at Mauban 
was received by General Jones of the 51st 
Division at 0400. All these reports greatly 
overestimated the strength of the Japanese 
force. The Atimonan force was thought 
to be a reinforced division, and the troops 
coming ashore at Mauban were estimated 
as a reinforced brigade. 

Under cover of aircraft from the seaplane 
carrier Mizuho, Colonel Tsunehiro's 2d 
Battalion, 20th Infantry, came ashore at 
Mauban, northernmost of the three landing 
sites, in the first light of dawn. Immediately 
it ran into an effective crossfire from the 2d 
Battalion, 1st Infantry, dug in along the 
beach. At about this time, American planes 
struck the Japanese, inflicting heavy casual- 
ties on the troops and causing considerable 
damage to the ships. 40 By 0800, after much 

* Craven and Cate, The Army Air Forces in 
World War II, I, 224, states that 12 P-40's and 
6 P-35's attacked a Japanese landing force at San 
Miguel Bay, 85 miles from Lamon Bay, on the 
morning of the 23d. There was no such landing, 

heavy fighting, the Philippine Army regu- 
lars had been pushed back into Mauban. 
Thirty minutes later Colonel Tsunehiro's 
troops were in control of the village. The 
2d Battalion, 1st Infantry, fell back five 
miles to the west, where it set up a defensive 
position. At 1430 the Japanese reached 
this position and there the advance came to 
a halt before the stubborn defense of the 

The 1st Battalion, 20th Infantry, landed 
at Siain without difficulty. At 0700 one 
company moved out to the southwest along 
the Manila Railroad toward Tayabas Bay 
while the rest of the battalion pushed south- 
east on Route 1 to effect a juncture with 
General Kimura's troops moving northwest. 
Both columns made satisfactory progress 
during the day. By evening the company 
moving toward Tayabas Bay was within 
five miles of Padre Burgos. The rest of the 
force ran into sporadic opposition fromi 
Colonel Cordero's 5 2d Infantry troops in 
the Bicol Peninsula, and it was not until 
three days later that the 1st Battalion, 20th 
Infantry, joined with the Kimura Detach- 

General Morioka's main force came 
ashore on the morning of 24 December 
about two and one half miles southeast of 
its. target. The first troops landed were held 
up by Company A, 5 2d Infantry. The next 
wave containing the 16th Reconnaissance 
Regiment, landed beside the infantry but 
avoided action by moving off to the side, 
in accordance with instructions not to delay 
the main advance. The regiment then 

and it is possible that Lamon Bay is meant. Jap- 
anese sources state that there was an American 
air attack at the time of the Mauban landing. 
General Jones denies that American aircraft hit 
the Japanese at this time. Ltr, Jones to Ward, 3 
Jan 52, OCMH. 



% 24 December 194). 

struck off into the mountains, bypassing 
Atimonan. The town itself was secured by 
1 100, although the Philippine Army troops 
fought stubbornly. 

The 16th Reconnaissance Regiment 
pushed along Route 1 toward Malicbuy, 
where the 2d Battalion, 52d Infantry, was 
frantically setting up defensive positions. 
Planes of the 8tk Air Regiment (light 
bombers) provided cover for the advancing 
Japanese and attacked Malicbuy several 
times during the morning, destroying a 
number of vehicles and impeding the efforts 
of the troops to establish an adequate de- 
fense. When the 16th 
reached the town, the 2d Battalion, 52d 

Infantry, already weakened by air attacks, 
fell back after a short fight. The Japanese 
entered Malicbuy without further interfer- 


The American forces set up their next 
defensive position along a river near Bina- 
haan, about four miles to the west. Here 
they were joined by the 53d Infantry (less 
two battalions) and the 3d Battalion (less 
one company) of the 52d Infantry. Late 
in the afternoon, when the Japanese at Ati- 
monan had completed mopping-up opera- 
tions in the town, they joined the main body 
at Malicbuy. The entire force then struck 
at Binahaan. Under 
cover of darkness the defenders withdrew 



along Route 1 toward Pagbilao, the next 
objective of the 16th Division. 41 

By the evening of 24 December the Japa- 
nese had successfully completed the first and 
most difficult part of their plan for the con- 
quest of the Philippines. In the south, at 
a cost of 84 dead and 1 84 wounded, Gen- 
eral Morioka had landed his reduced divi- 
sion of 7,000 men. American resistance 
had held up the advance of some units, but 
the main force of the 16th Division had 
swept ahead, with the armored cars of the 
16th Reconnaissance in the van. Unload- 
ing had progressed satisfactorily, and many 
of the service and supporting units had al- 
ready landed. The roads leading westward 
through the Tayabas Mountains had been 
secured, and the troops of the Lamon Bay 
Force were in position to reach Tayabas 
Bay the following morning. General Hom- 
ma had not expected much from this force. 

" 1st Lt John Shaw, 52d Inf (PA), p. 1, Chunn 
Notebooks, OCMH. 

Its success came, therefore, as "quite a sur- 
prise" to 14th Army headquarters at Lin- 
gayen Gulf, and, as the Japanese later con- 
fessed, "The result realized was more than 
expected." 42 

North of Manila the Lingayen Force 
stood ready to drive on to the Agno River. 
After several days of difficulties, the beach- 
head had been organized and heavy sup- 
plies and equipment brought ashore. San 
Fabian to the south had been occupied and 
the American artillery there driven out. 
The north and east flanks of the coastal cor- 
ridor had been secured, and Japanese troops 
were pouring out on to the central plain to 
add their weight to the advance on Manila, 
100 miles away. That day, 24 December, 
General Homma brought his staff ashore at 
Bauang, where he established 14th Army 
headquarters. The Japanese were evi- 
dently in the Philippines to stay. 

"Phil Landing Opns (Amphibious), ATIS Doc 
1989-6 A. 


Strategy and Logistics 

The success of the Japanese after 7 De- 
cember had been phenomenal. Not only 
had they won air and naval supremacy in 
the western Pacific and landed a large num- 
ber of troops on Luzon and Mindanao, but 
they had taken Guam on 1 December and 
Wake two weeks later; Hong Kong was to 
surrender on Christmas Day. In the Malay 
States, Gen Tomoyuki Yamashita's 25th 
Army was advancing steadily in two paral- 
lel columns down the east and west coasts. 
By 23 December it had reached a point 
about 250 miles from the tip of the penin- 
sula. Once there, the Japanese would be in 
position to bring Singapore under assault. 
On the 24th a small Japanese force landed 
at Kuching and a week later another force 
landed at Brunei in British Borneo, thus in- 
augurating the two-pronged offensive 
against the Netherlands Indies. By the end 
of the year the Japanese had established 
themselves at Davao, on Jolo Island, and 
on British Borneo, astride the Allied line of 
supply between the southern Philippines 
and northwest Australia. 

The electrifying news of Pearl Harbor, 
followed by the declaration of war by Ger- 
many and Italy, united the American people 
as nothing else could have done. The at- 
tention of the country, until then centered on 
the war in Europe, focused now on the 
Pacific and Far East where American troops 
were putting up a valiant defense. There 
was a strong feeling that everything possible 
should be done to aid the beleaguered forces 

in the Philippines, and General Mac- 
Arthur's name became a symbol of Amer- 
ican resistance to a foe who was meeting 
with success everywhere. 

At the very start of the war there was a 
general acceptance among military and 
naval authorities in Washington of the 
view that the Philippines would soon be lost. 
Acceptance of this view did not mean, how- 
ever, that every effort should not be made 
to reinforce General MacArthur. The 
President, the Secretary of War, and the 
Chief of Staff all felt strongly, with the 
American people, that the country had an 
obligation, no matter what the risks, to do 
all in its power to aid the Philippine people. 
Only final defeat would end that obligation. 
The question was what could be done and 
how much could be spared from the more 
important task, the defense of the United 

The Pensacola Convoy 

The question of reinforcing the Philip- 
pines arose on the first day of war. Al- 
ready on the high seas in the South Pacific 
when the Japanese opened hostilities was a 
convoy of seven ships, escorted by the heavy 
cruiser Pensacola and the subchaser 
Niagara, en route to Manila via the south- 
ern route. Aboard the vessels were badly 
needed planes for the pilots of the 27th 
Bombardment Group, two regiments of 
artillery, and large quantities of ammuni- 



tion and supplies. 1 The convoy was im- 
mediately ordered to put in at Suva in the 
Fiji Islands until a decision could be made 
on its ultimate destination. 

The decision was made on 9 December 
at a meeting of the Joint Board. The chief 
planners of the Army and Navy, General 
Gerow and Rear Adm. Richmond K. 
Turner, wanted the convoy brought back 
immediately to' Hawaii to reinforce that 
badly battered garrison. General Gerow's 
position was more extreme than that of his 
naval counterpart. He suggested that if 
the convoy was not sent to Hawaii it should 
be brought back to the United States. Fol- 
lowing discussion, the Joint Board approved 
the plan to recall the Pensacola convoy to 
Hawaii. 2 

While the safety of the Hawaiian Islands 
was undoubtedly of prime importance, the 
decision to bring back the Pensacola convoy 
was, in effect, an abandonment of the 
Philippine Islands. General Marshall was 
willing to concede the importance of Ha- 
waii, but felt keenly the obligation to send 
help to General MacArthur. He had al- 
ready assured the USAFFE commander on 
the afternoon of 7 December that he had 
"the complete confidence of the War De- 
partment," and that he could expect "every 

1 The seven vessels were the Holbrook, Republic, 
Meigs, Bloemfontetn, Admiral Halstead, Farmer, 
and Chaumont. The vessels carried a field artil- 
lery brigade with 20 75-mm. guns; the ground ele- 
ments of the 7th Heavy Bombardment Group; 18 
P^K)'s; and 52 A-24's, 500,000 rounds of 50-cali- 
ber armor-piercing and tracer ammunition; 9,600 
rounds of high explosive for 37-mm. antiaircraft 
guns; 2,000 500-pound and 3,000 30-pound bombs ; 
and miscellaneous vehicles and equipment. The 
total number of U.S. troops aboard was 4,600. 
Rad, Marshall to MacArthur, No. 776, 12 Dec 41, 
WPD 4628. 

* Min, JB Mtg, 9 Dec 41, OPD Reg Doc. 

possible assistance within our power." 3 On 
the morning of the 10th, "concerned with 
just what to say to General MacArthur," 
he discussed the Joint Board decision with 
Mr. Stimson. He confessed that "he did 
not like to tell him [MacArthur] in the midst 
of a very trying situation that his convoy 
had had to be turned back, and he would 
like to send some news which would buck 
General MacArthur up." 4 

At a White House meeting later that day, 
the question of the Pensacola convoy was 
again discussed, and the President indicated 
his desire that the vessels should continue to 
the Far East. He referred the matter back 
to the Joint Board, and at its meeting that 
afternoon the Board decided to send the 
convoy on to Brisbane, Australia. The 
Army members reversed their stand of the 
previous day and expressed the opinion that 
Hawaii could be supplied from the United 
States. They now wished, they said, to 
make every effort to send aircraft, ammu- 
nition, and other critical material to the 

On 1 2 December the commander of the 
Pensacola convoy was ordered to proceed to 
Brisbane, his later movements to be deter- 
mined "following arrival and depending 
upon the situation." s At the same time, 
the U.S. military attache in Melbourne, Col. 
Van S. Merle-Smith, was notified of the 
impending arrival of the vessels and given 
instructions to be passed on to the senior 
Army commander in the convoy, Brig. Gen. 
Julian F. Barnes. In these instructions 

"Rad, Marshall to MacArthur, No. 736, 7 Dec 
41, WPD 4544-20. 

*Min, mtg in OCS, 10 Dec 41, Notes on Conf, 
WDCSA, CofS Confs, II. 

"Ibid., 12 Dec 41. 

'Ibid., 12 Dec 41. 



General Barnes was ordered to place him- 
self under MacArthur's command and told 
that his principal task was to get the air- 
craft, men, and supplies in the convoy to 
the Philippines as quickly as possible. Upon 
arrival in Australia, he was to assemble the 
A-24's immediately and send them north 
to the Philippines. Before unloading the 
other troops and supplies, he was to find 
out from the Navy if the vessels could be 
escorted northward. If they could not, they 
were to be unloaded in Brisbane and used 
"as the situation dictates," with first priority 
given to the defense of the Philippines. 7 

General Mac Arthur received the wel- 
come news that reinforcements were on the 
way on 13 December. 8 Immediately he 
conferred with Admiral Hart on the pos- 
sibility of escorting the ships from Brisbane 
to Manila. He emphasized to Hart the 
necessity for bringing in supplies and rein- 
forcements and explained how limited were 
the resources at his disposal. "I suggested," 
he reported to the Chief of Staff, "that he 
[Hart] should endeavor with his own sur- 
face forces and with assistance of Australian 
and Dutch naval and air forces to bring in 
the present convoy and keep my line open." 

But Admiral Hart's answer was extremely 
discouraging. He pointed out that the Brit- 
ish and Dutch were fully engaged trying 
to hold Singapore and the Malay Barrier 
and that he could not take the responsibility 
of protecting the convoy with the weak 
forces at his disposal. The Japanese, he 
believed, would have established a complete 
blockade of the Philippine Islands before 
the convoy could arrive. "In effect," Mac- 

7 Memo, CofS for Comdr D. H. Harries, RAN, 
Australian Naval Attach*, 12 Dec 41, sub: Msgs 
for U.S. Mil Attach*, WPD 4628-1 ; rad, OPNAV 
to COM TF 15, 10 Dec 41, WPD Msg File. 

"Rad, Marshall to MacArthur, No. 776, 12 Dec 
41, WPD 4628. 

Arthur reported, "he [Hart] seemed to be 
of the opinion that the islands were ulti- 
mately doomed." 9 MacArthur's own view 
was that there was no serious obstacle to the 
safe convoy of vessels from Brisbane to 
Manila "provided reasonable naval and 
air protection are furnished." 10 

While the matter of the Pensacola con- 
voy was being settled in Washington, Mac- 
Arthur made specific requests for reinforce- 
ments based upon his ideas for offensive ac- 
tion. On the recommendation of General 
Brereton he asked for 300 pursuit planes, to- 
gether with air warning equipment. If the 
aircraft in the Pensacola convoy could be 
ferried to Luzon and be ready for operations 
by 1 January, he felt he could meet the im- 
mediate situation with 250 dive bombers. 
At this time, 14 December, he first ad- 
vanced the idea that the planes be brought 
within operating distance of the Philippines 
by means of aircraft carrier. He asked also 
for additional .50-caliber ammunition and 
suggested that it be brought in by the dive 
bombers or by Pan American Airways 
planes shuttling between Australia and the 
Philippines. Altogether, he declared, he 
had or would soon have fourteen airfields 
capable of accommodating the aircraft he 
was requesting. 11 

The receipt of these specific requests in 
Washington resulted in immediate action. 
General Gerow, in a personal note to Gen- 
eral Marshall, pointed out that the Pensa- 
cola convoy was due in Brisbane very 
shortly and an immediate decision on the 

"Rad, MacArthur to Marshall, 13 Dec 41, OPD 
Exec O; ltr, Hart to Ward, 19 Dec 51, OCMH. 

10 Rad, MacArthur to Marshall, 13 Dec 41, OPD 
Exec O. 

11 Memo, Brereton for MacArthur, 14 Dec 41, 
cited in Craven and Cate, The Army Air Forces 
in World War II, I, 222; rad, MacArthur to Mar- 
shall, 14 Dec 41, OPD Exec O. 



Navy's willingness to convoy the vessels 
northward was necessary. "If the ships can 
go directly to Manila, the supplies, except 
aircraft, should not be unloaded in Aus- 
tralia," Gerow noted. "Admiral Stark is 
the only one that can make the decision." 12 

Marshall had already discussed this 
problem with Stimson, who felt that to 
abandon the Philippines would "paralyze 
the activities" of the Allied forces in the Far 
East. The question was discussed at the 
White House, and the President instructed 
the Navy to do all in its power to assist the 
Army in reinforcing General MacArthur. 13 
General Marshall thereupon assured Mac- 
Arthur that there would be "no wavering 
in the determination to support you." Al- 
though naval losses had complicated the 
problem of reinforcement, he declared that 
fighters and bombers would be rushed to the 
Philippines as quickly as possible. 14 

Quick action followed the President's in- 
structions to send help to the Philippines. 
Orders were issued to load the transport 
Polk in San Francisco harbor and the 
Coolidge, due in port soon, with pursuit 
planes and ammunition and dispatch them 
immediately to Australia. Two additional 
shipments were scheduled to reach Brisbane 
early in January. The arrival of these ves- 
sels would place in Australia 230 aircraft. 15 
At the same time, two Pan American clip- 
pers were loaded with .50-caliber ammuni- 
tion and dispatched to Australia via the 

12 Note, Gerow to Marshall on WPD copy of rad, 
MacArthur to Marshall, 15 Dec 41, OPD Exec O. 

13 Stimson and Bundy, On Active Service, pp. 

"Rad, Marshall to MacArthur, No. 787, 15 Dec 
41, WPD 4544-31. 

10 Memo for Red by Gen Gerow, 15 Dec 41, OPD 
Exec O; memo, Arnold for CofS, 15 Dec 41, sub: 
Aerial Reinf for Hawaii and Phil, WPD Msg File ; 
rad, Marshall to MacArthur, No. 824, 18 Dec 41, 
WPD 4622-28. 

South Atlantic-Africa route. Fifteen heavy 
bombers were also immediately diverted to 
MacArthur, and a flight schedule was es- 
tablished which would give him three planes 
a day until the new year. The sum of 
$10,000,000 was made available to the fu- 
ture commander of the base in Australia to 
enable him to carry out his mission of sup- 
porting the defense of the Philippines. By 
18 December Marshall was able to inform 
MacArthur that the War Department "is 
proceeding with utmost expedition to pro- 
vide necessary supplies at base with early 
emphasis on most critical items." 16 

On 22 December the Pensacola convoy 
with its valuable cargo of aircraft, artillery, 
and ammunition arrived in Brisbane. It 
was still a long way from Manila, but the 
first leg of the journey had been completed. 
A way now had to be found to send the 
planes and supplies from Australia to the 

The program to reinforce the Philip- 
pines was in full swing. The necessity for 
reaching a decision on the destination of 
the Pensacola convoy had raised the ques- 
tion of reinforcement immediately on the 
outbreak of war and brought the issues into 
sharp focus. But the settlement of this 
question had raised broader strategic prob- 
lems. These were not so easily solved. 

Far East and Pacific Strategy 

The basic strategy of the war had been 
established during staff talks with the Brit- 
ish between January and March 1941 and 
was embodied in the Rainbow plan. This 

"Rad, Marshall to MacArthur, No. 824, 18 Dec 
41, WPD 4622-28; ltr, Maj Gen Richard C. Moore, 
DCofS, to Maj Gen George H. Brett, 19 Dec 41, 
OCS 18136-161. The way in wh ich the $10,000,- 
000 was spent is described in I Chapter XXII, 
below. 1 1 



strategy provided that the principal effort 
of the Allies would be made against Ger- 
many and that the decisive theater would 
be in the Atlantic and Europe. Except for 
certain limited offensive operations as- 
signed the Pacific and Asiatic Fleets, the 
most important of which were the defense 
of Hawaii and the Philippines and the cap- 
ture of positions in the Japanese mandated 
islands, operations against Japan were to be 
defensive. The destruction of the Battle 
Force of the Pacific Fleet and the attack 
against the Philippines made it evident that 
a different strategy for the Far East would 
have to be evolved to meet the new situa- 

As soon as the results of the Pearl Harbor 
attack were assessed, the Navy knew that 
it could not execute the missions assigned 
in Rainbow 5. At the 8 December meet- 
ing of the Joint Board, the Navy members 
had pointed out that as a result of the losses 
at Pearl Harbor the Pacific Fleet would not 
be able to advance across the Central Pa- 
cific. 17 Two days later, when the decision 
was made to send the Pensacola convoy 
on to Brisbane, Admiral Stark, Chief of 
Naval Operations, told the Joint Board 
that the Navy had decided that the Asiatic 
Fleet should be withdrawn from the Philip- 
pines, "in view of the destruction at Cavite 
and the untenability of Manila as a fleet 
anchorage." Admiral Hart was to be left 
free to execute the withdrawal and to se- 
lect a future base of operations. 18 

The Navy Department's views on Far 
East strategy did not include any strong 
measures for the defense of the Philippines. 
Admiral Stark declared that he was not 
surprised by the success of the Japanese but 
only by the vigor of the attack, which had 

resulted in such unexpectedly rapid ad- 
vances. He expected that with the fall of 
Singapore and Luzon — which he seemed to 
regard as inevitable — the Japanese would 
move into the Netherlands Indies. To him, 
the essential problem was to hold the Malay 
Barrier — the line Malay Peninsula-Su- 
matra-Java-Australia — long enough to 
build up the defenses of northwest Aus- 
tralia. Apparently the defense of Luzon 
did not, in his opinion, contribute to this 
mission. 1 * 

Stark approved Hart's orders sending the 
major surface units of the fleet to Borneo, 
and cautioned the Asiatic Fleet com- 
mander not to delay his own withdrawal 
lest the Japanese mine the exits of Manila 
Bay. There was no indication in his mes- 
sages to Manila of any intention to carry 
out offensive operations against the Jap- 
anese Navy or of a determination to hold 
the Philippines, although Hart was re- 
minded of his obligation to support the 
Army's defense of Luzon as long as it was 

On the all-important question of getting 
reinforcements to the Philippines, Admiral 
Stark merely told Hart what he already 
knew — that a convoy was soon to arrive in 
Brisbane and that he was to get in touch 
with General MacArthur "as to present 
orders for this force." The Chief of Naval 
Operations pointed out that the convoy 
carried aircraft and artillery which, he 
added significantly, "may be very impor- 
tant for the defense of Port Darwin and 
vicinity." He said nothing about the ne- 
cessity of bringing the convoy to Manila. 
This is a surprising omission, since the re- 
inforcements were intended for MacAr- 
thur, and every effort was being made in 

" Min, JB Mtg, 8 Dec 41, OPD Reg Doc 
"Ibid., 10 Dec 41. 

" Rad, OPNAV to CINCAF, 14 Dec 41, copy in 
AG 381 (11-27-41 Gen) Far East. 



Washington to provide safe convoy of the 
vessels northward from Australia. He fur- 
ther suggested to Hart that the minesweep- 
ers and small craft in Manila would be use- 
ful at Darwin, and concluded by placing 
the U.S. naval observer there under Hart's 
command. 20 

The Army planners shared the Navy's 
pessimism about the fate of the Philippines 
and on 9 December had been as anxious as 
the Navy members of the Joint Board to 
bring back the Pensacola convoy. While 
still feeling that there was little hope for the 
Philippine garrison, they reversed their 
views after 10 December and supported 
strongly the program for reinforcement. 
Mr. Stimson, after the war, explained his 
reasons for supporting General MacArthur 
as follows: 

I laid before them [his three civilian assist- 
ants] the issue which was now pending before 
us, namely as to whether we should make 
every effort possible in the Far East or 
whether, like the Navy, we should treat that 
as doomed and let it go. We all agreed that 
the first course was the one to follow ; that we 
have a very good chance of making a success- 
ful defense, taking the southwestern Pacific 
as a whole. If we are driven out of the Phil- 
ippines and Singapore, we can still fall back 
on the Netherlands East Indies and Australia ; 
and with the cooperation of China — if we can 
keep that thing going — we can strike good 
counterblows at Japan. While if we yielded 
to the defeatist theory, it would have not only 
the disastrous effect on our material policy of 
letting Japan get strongly ensconced in the 
southwestern Pacific . . . but it would psy- 
chologically do even more in the discourage- 
ment of China and in fact all of the four 
powers who are now fighting very well to- 
gether. Also it would have a very bad effect 
on Russia. So this theory goes. It has been 
accepted by the President, and the Army is 

w Ibid. 

taking steps to make a solid base at Port 
Darwin in Australia. 21 

It was admitted by Army and Navy plan- 
ners that the Philippines were no longer de- 
fensible, and some urged that the limited 
resources of the United States should be 
used to "defend the defensible." But the 
issue was not entirely a military one. "Po- 
litically," says Stimson, "it was still more 
important that this defense be supported as 
strongly as possible, for neither the Filipino 
people nor the rest of the Far Eastern world 
could be expected to have a high opinion 
of the United States" if it abandoned the 
Philippines at this critical moment. 22 It 
was because of these considerations that 
Stimson and Marshall strongly supported 
General MacArthur and firmly opposed 
any signs of a defeatist attitude in the Gen- 
eral Staff. In this effort they had the sup- 
port of the President. 

In the Philippines there was strong dis- 
agreement between the Army and Navy 
commanders. Admiral Hart agreed with 
his Washington superiors that his fleet 
should be withdrawn and had already sent 
the major portion of his surface forces south- 
ward. He was still resolved, he told Ad- 
miral Stark, to use his submarines and small 
craft in the defense of the Philippines, but 
pointed out that the undersea craft could 
not prevent enemy landings or the blockade 
of the Islands. 23 

MacArthur, unlike his naval colleague 
and many officers in Washington, refused 
to accept the inevitability of the loss of the 

21 Stimson's Diary, 17 Dec 41, cited in Stimson 
and Bundy, On Active Service, pp. 396-97. 

22 Ibid., p. 395. 

"Rads, CINGAF to OPNAV, 101330 and 
131026, 10 and 13 Dec 41, War Diary, 16th Naval 
Dist, Off of Naval Reds. 



Philippines. Instead, he urged upon the 
War Department an offensive strategy in 
the Far East. The enemy, he asserted, was 
overextended, presenting the Allies with a 
"golden opportunity . . . for a master 
stroke." The "master stroke" he had in 
mind was a strong air attack against the 
Japanese home islands from the north. If 
successful such an attack would inflict great 
damage on the enemy and force him to pull 
in his widely dispersed air forces to protect 
the homeland. 24 The aircraft and carriers 
needed to carry out such a raid were not 
available at this time, and Mac Arthur's 
bold plan was shelved. But it is of more 
than passing interest to note that the Hal- 
sey-Doolittle raid against Tokyo on 1 8 April 
1942, five months later, conformed to 
General MacArthur's suggested offensive 
against Japan, although it came too late to 
achieve the results he had hoped for. 25 

General Mac Arthur reacted, strongly to 
Hart's pessimistic attitude. After the meet- 
ing on 13 December, when Mac Arthur 
asked Hart to escort the Pensacola convoy 
to Manila, the general wrote that he was 
greatly concerned over the Navy's estimate 
since "he [Hart] is charged with the secu- 
rity of the Army's supply lines." The ac- 
ceptance of the view that the Philippines 
could not be reinforced, General Mac Ar- 
thur pointed out, meant the virtual aban- 
donment of the Philippine Islands and the 
Philippine people. "If the suspicion of such 
action ever materializes," he warned the 

w Rad, MacArthur to Marshall, No. 198, 10 Dec 
41, WPD 4544-26. 

* Morison, Rising Sun in the Pacific, pp. 389—90, 
credits Admiral King with the idea of proposing the 
raid and initiating studies for its execution in Jan- 
uary 1942. Actually, the President suggested the 
raid at a White House meeting on 28 January. 
WDCSA 334 Mtgs and Confs (1-28-42). 

Chief of Staff, "the entire structure will col- 
lapse over my head." 26 

MacArthur's reaction to Hart's views 
brought immediate results. The President 
on the 14th told the Acting Secretary ot 
the Navy that "he was bound to help the 
Philippines and the Navy has got to help in 
it." 27 Thus prodded by the White House, 
the Navy was forced to modify its attitude 
somewhat. Recognizing Hart's inability 
to guarantee safe transport of the Pensa- 
cola convoy to Manila, the Chief of Naval 
Operations suggested an "effort when ap- 
propriate to pass through such support as 
may be practicable." With this lukewarm 
injunction, Admiral Stark also directed 
Hart to "cooperate with the Army" in the 
transportation by air of particularly needed 
supplies "when practicable." His au- 
thority to transfer his headquarters farther 
south was reiterated, but he was told to "as- 
sure MacArthur" that he would continue 
his "full support" of the defense of the 
Philippines. He was further instructed to 
turn over all naval stores to the Army on 
his departure from Manila and to place all 
marines and bluejackets under MacArthur's 
command. 28 

In the firm belief that the Philippines 
could be defended successfully against the 
Japanese, General MacArthur argued for 
a review of the strategic situation "lest a 
fatal mistake be made." Despite assur- 
ances of support from the War Department 
he felt that the importance of the Islands 
was not appreciated and that not enough 
was being done to support him. "The 
Philippine theater of operations," he as- 

M Rad, MacArthur to Marshall, 13 Dec 41, OPD 
Exec O. 

" Stimson and Bundy, On Active Service, p. 396. 
**Rad, OPNAV to CINCAF, 170105, 17 Dec 
41, War Diary, 16th Naval Dist, Off of Naval Reds. 



serted categorically, "is the locus of victory 
or defeat." "If the Philippines and the 
Netherlands East Indies go," he warned, "so 
will Singapore and the entire Asiatic con- 
tinent." 29 

MacArthur's solution was to concen- 
trate the resources of the Allies against Ja- 
pan and so reverse the basic strategic de- 
cision of the war. Japan, he pointed out, 
was isolated from her Allies and "completely 
susceptible to concentrated action." He 
proposed therefore that the combined re- 
sources of the United States and its allies 
should be employed in the Pacific to delay 
Japan's advance. This delay, he argued, 
could be accomplished by sending more 
pursuit and bombardment aircraft to the 
Philippines. The retention of the Islands, 
he concluded, fully justified the diversion 
of the entire air production and other re- 
sources of the United States to the Philip- 
pines. 30 

The final answer to MacArthur's plea for 
a reversal of strategy and the concentra- 
tion of Allied resources in the Far East was 
provided by the first of the wartime U.S.- 
British conferences, held in Washington be- 
tween 24 December and 14 January. With 
the Pacific Fleet in ruins at Pearl Harbor 
and with the Philippines under strong at- 
tack, the British had good reason to fear 
that the United States would now abandon 
the earlier informal agreement to exert its 
principal effort against Germany. Their 
fears were groundless. The Washington 
conference reaffirmed the thesis that Ger- 
many was the main enemy and that the 
major effort must be made in the North At- 

M Rad, MacArthur to Marshall, 13 Dec 41, OPD 
Exec O. 

lantic and Europe. 31 MacArthur's efforts 
to secure a change in basic strategy had 

The Base in Australia 

The discussions over strategy did not in- 
terrupt the efforts to send supplies to the 
Philippine garrison. These efforts inevita- 
bly involved the use of Australia as a base of 
operations for American forces. With the 
line of communications across the Central 
Pacific cut by the Japanese, the only way 
remaining to reach the Philippines was 
northward from Australia. Such a pos- 
sibility had not been anticipated in prewar 
plans except as an air ferry route ; the Aus- 
tralian, base developed simply as a result 
of improvisation during the first days of the 
war. Once the Pensacola convoy was 
routed to Brisbane and it was decided to 
support General MacArthur, American ef- 
fort in the Southwest Pacific turned to the 
build-up of supplies in Australia and the 
establishment of a line of communications 

To supervise the establishment of an ad- 
vanced American base in Australia Gen- 
eral Marshall selected Brig. Gen. Dwight D. 
Eisenhower. Having served on Mac- 
Arthur's staff for three years, Eisenhower 
was peculiarly qualified for the task. He 
knew the situation in the Far East well, 
understood General MacArthur's plans and 
requirements, and could be presumed to 
have the confidence of the USAFFE com- 
mander. From his post as Chief of Staff, 

" This meeting, called the Arcadia Conference, 
is discussed in full in Maurice Matloff and Edwin 
M. Snell, Strategic Planning for Coalition War- 
fare, 1941-1942, UNITED STATES ARMY IN 
WORLD WAR II (Washington, 1945). 



Third Army, at Fort Sam Houston, Eisen- 
hower was called to Washington on 1 2 De- 
cember and reported to General Marshall 
two days later. After outlining for Eisen- 
hower the situation in the Far East, Mar- 
shall abruptly asked what our line of action 
should be. Evidently his reply would de- 
termine his worth, and Eisenhower asked 
for and secured time to prepare an answer. 
He returned to his desk in the War Plans 
Division to work out his reply, resolved that 
it "should be short, emphatic, and based 
on reasoning." 32 

After some hours of thought, Eisenhower 
returned to the Chief of Staff with his an- 
swer. He admitted that there was little 
chance that the garrison in the Philippines 
could hold out for long, but declared that 
everything possible should be done to sup- 
port it. The risks and the money involved 
should not deter the United States from 
making a determined effort to help the 
Philippine Commonwealth. The trust and 
friendship of the people of Asia were 
important to the United States; failure 
might be excused, but never abandonment. 
To aid General MacArthur, Eisenhower 
believed, it would be necessary to convert 
Australia into a military base from which 
supplies might be ferried northward to the 
Philippines. 33 

Eisenhower's views coincided exactly 
with those of Marshall and Stimson and 
had already been approved by the Presi- 
dent. Eisenhower had passed the test, and 
Marshall told him to do his best to save the 
Philippines. During the next few months, 

" Gen. Dwight D. Eisenhower, Crusade in Eu- 
rope (New York, 1948), p. 18. 

83 Ibid., p. 21-22. An unsigned and undated 
paper entitled Assistance to the Far East, OPD 
Exec O, is probably the one prepared by Eisen- 
hower on 14 December. 

first as head of the Pacific Section of the 
War Plans Division and then as chief of the 
division, he devoted himself almost exclu- 
sively to the task of reinforcing the Phil- 

By 17 December Eisenhower had devel- 
oped and Marshall had approved a plan 
for establishing the base in Australia. 34 The 
forces in the Pensacola convoy were to form 
the nucleus for the new commands which 
was to be essentially an air base. Barnes, 
when he arrived in Brisbane, was to be re- 
lieved by Brig. Gen. Henry B. Claggett, 
then commanding the Interceptor Com- 
mand in the Philippines. Claggett was or- 
dered to Australia immediately. Ulti- 
mately, the base, to be known as U.S. Army 
Forces in Australia, was to be commanded 
by Maj. Gen. George H. Brett, who was in 
Chungking attending an Allied conference. 
Col. Stephen J. Chamberlin, a highly qual- 
ified G— 4 officer on duty with the General 
Staff, was sent to Australia to serve as 
Brett's chief of staff. 

While the establishment of this new 
command implied a larger purpose than 
the support of the forces in the Philippines, 
the War Department made it clear that the 
primary mission of U.S. Army Forces in 
Australia was to get vitally needed supplies 
to General MacArthur. General Brett was 
informed that his command was to be con- 
sidered as an advanced base of a commu- 
nications zone "for the support of 
USAFFE" and that he would operate un- 
der the orders of General MacArthur. He 
was further instructed to co-operate with 
U.S. naval authorities "in assuring the 
safety of sea routes used," and to fly the 
planes in the Pensacola convoy northward 

"Memo, WPD for CofS, 17 Dec 41, sub: Plan 
for Australian Base, WPD 4628-1. 



with all the ammunition they could carry. 
Any course that would achieve these results 
was authorized. 35 

On 22 December, the same day the Pen- 
sacola convoy reached Brisbane, General 
Claggett arrived from the Philippines. He 
was immediately handed the instructions 
for the new base by Colonel Merle-Smith, 
the military attache. Already General 
Mac Arthur had indicated that the convoy 
should proceed to the Philippines and that 
the aircraft should be assembled and flown 
north. Every attempt was made to com- 
ply with these instructions, but the situa- 
tion was changing rapidly and there were 
numerous obstacles to be overcome in un- 
loading and rerouting the ships. 

General Marshall had done all he could 
to assure the arrival of the supplies in the 
convoy to Mac Arthur. He had reminded 
both Claggett and Barnes repeatedly of the 
urgent necessity of getting the planes and 
.50-caliber ammunition to the Philippines 
and told them to spare neither effort nor 
expense to accomplish this task. 3 * The 
Navy had also instructed its representa- 
tives in Australia to assist in every way, and 
the Chief of Naval Operations asked Ad- 
miral Hart, still in Manila, to "impress 
upon the Australian Naval Board the im- 
portance of their full cooperation" in keep- 
ing open Torres Strait as a route for U.S. 
reinforcements to the Philippines and 
northwest Australia. 37 

35 Ltr, R. G. Moore to Brett, 19 Dec 41, OCS 
18136-161; rad, Marshall to Military Attache, 
Melbourne for Brett, No. 31, 17 Dec 41, WPD 
4628-1. See also the Administrative Order dis- 
patched to CG USAFIA, 20 Dec 41, AG 381 (12- 
20-41) MSC-D-M. 

M Rad, Marshall to Military Attache, Melbourne, 
No. 36, 22 Dec 41, WPD 4630-2. General Mac- 
Arthur received copies of the radios sent to Aus- 

" Rad, OPNAV to CINCAF, 222302, 23 Dec 41. 
War Diary, 16th Naval Dist, Off of Naval Reds. 

Mac Arthur had been kept fully informed 
of these measures. "The President has 
seen all of your messages," Marshall told 
him, "and directs Navy to give you every 
possible support in your splendid fight." 35 

Despite these assurances and the efforts 
of the men in Australia, the aircraft, rein- 
forcements, and supplies failed to get 
through. When the planes were brought 
ashore and assembled, they were found to 
lack parts such as trigger motors, gun sights, 
and self-sealing gas tanks, all of which would 
be required in combat. 39 The field artil- 
lery brigade and the naval supplies were 
placed aboard the two fastest ships in the 
convoy, the Holbrook and Bloemfontein, 
which sailed from Brisbane on 28 Decem- 
ber. By that time the Japanese had es- 
tablished bases in Borneo, and it was realized 
that the ships would not be able to get 
through the blockade. General Brett, who 
had arrived in Australia on 31 December, 
therefore ordered the troops debarked. 
Most of the artillerymen came ashore at 
Darwin; the rest went on to Surabaja in 
Java. None of the planes, men, or sup- 
plies of the Pensacola convoy ever reached 
the Philippines. 

But General Mac Arthur had not yet 
given up hope that the planes might be 
brought into the Philippines. On the 1 4th 
he had suggested that air reinforcements be 
brought in by carrier, thus eliminating the 
problem of bases between Australia and Lu- 
zon. On the 22d, the day on which the 
Japanese landed at Lingayen Gulf, he ob- 
served that enemy air and naval forces were 
threatening his line of communications 
southward and called for some American 

M Rad, Marshall to MacArthur, No. 855, 22 Dec 
41, AG 381 (11-27-41 Gen) Far East. 

" Hist of Fifth Air Force, Part I, p. 44 and App. 
2, Doc 67; Arnold, Global Mission, p. 290. 



naval effort to limit the enemy's freedom of 
movement along the vital sea lanes. Point- 
edly he asked for "any inkling" of the stra- 
tegic plans for the Pacific Fleet and re- 
minded Marshall that carriers could bring 
pursuit planes within operating radius of 
the Philippines. "Can I expect anything 
along that line," he asked. 40 

The answer was no. Admiral Stark as- 
serted that the use of aircraft carriers as 
transports was "impracticable in the exist- 
ing strategic situation," and Marshall was 
forced to tell MacArthur that he would 
have to rely on the ability of cargo ships and 
aircraft to make their way northward from 
Australia by way of Torres Strait and the 
Netherlands Indies. 41 

Apparently Mac Arthur's suggestion that 
a naval threat be made against Japan 
brought an inquiry from the Chief of Naval 
Operations to Admiral Hart. The Asiatic 
Fleet commander explained that MacAr- 
thur had sent his message without consult- 
ing him, and that the reference "was meant 
to apply forces other than this [Asiatic] 
fleet." 42 The next day, 24 December, Hart 
received another message from his chief in 
Washington asking for a full report of his 
operations in support of the Army, "as my 
information on this subject is meager." 
The Army, Stark explained, was "bringing 
heavy pressure for greater naval activity in 
Philippine waters." 43 

40 Rads, MacArthur to Marshall, Nos. 22 and 
40, 22 Dec 41, AG 381 (11-27-41 Gen) Far East. 

"Memo, Stark for Marshall, 23 Dec 41, sub: 
Transportation of Aircraft to Phil, AG 381 (11- 
27-41 Gen) Far East; rad, Marshall to MacArthur, 
23 Dec 41, OPD Exec O. 

" Rad, CINCAF to OPNAV, 220830, 22 Dec 41, 
War Diary, 16th Naval Dist, Off of Naval Reds. 

" Rad, OPNAV to CINCAF, 231601, 23 Dec 41, 
War Diary, 16th Naval Dist. 

Hart's reply, dated the 24th, was that until he 
received reports from the suhmarines still at sea he 

By the time Hart received this message 
he had already determined to join his sur- 
face forces in the Indies. 44 The next morn- 
ing, 25 December, he turned over to Ad- 
miral Rockwell full command of all naval 
activities in the Philippines and at 0200 of 
the 26th left Manila aboard the submarine 
Shark. The two remaining destroyers fol- 
lowed the next day, when General Mac- 
Arthur reported to the War Department 
that "Admiral Hart has left Manila to join 
naval forces in the south, destination to be 
reported later. Admiral Rockwell now in 
command of naval forces with headquarters 
on Corregidor." 45 

Before he left, Hart made available to 
General MacArthur all naval personnel, in- 
cluding the marines. The submarines were 
to continue to operate in Philippine waters 
as long as "practicable and profitable," and 
then retire southward. All that was to re- 
main in the Philippines were 3 gunboats, 3 
minesweepers, 6 motor torpedo boats, and 
a few tugs and yachts for inshore patrol. 
Orders were issued for the destruction of 
all oil and gasoline in storage in Manila, the 
evacuation of the Cavite Navy Yard and 
Sangley Point, and the shipment of all re- 
maining stores to Corregidor and Mariveles, 
at the southern tip of Bataan. 48 

The submarines began to withdraw after 
Christmas and by the 31st the last one had 

would be unable to give a full report. Rad, 
CINCAF to OPNAV, 241225, 24 Dec 41, War 
Diary, 16th Naval Dist. 

" Hart, Narrative of Events, Asiatic Fleet, pp. 
45-46; rad, CINCAF to OPNAV, 241225, 24 Dec 
41, War Diary, 16th Naval Dist. 

"Rad, MacArthur to AGWAR, 26 Dec 41, AG 
381 (11-27-41 Gen) Far East; Rockwell, Naval 
Activities in Luzon Area, pp. 6-8 ; ltr, Hart to 
MacArthur, 25 Dec 41, sub: Move of Comd Post, 
War Diary, 16th Naval Dist. 

"Rockwell, Naval Activities in Luzon Area, p. 7. 



left Manila Bay. 47 Thus ended the activi- 
ties of the underwater craft in Philippine 
waters. Constituting the largest single un- 
dersea force in the Navy, the submarines 
were expected to exact an impressive toll 
from any approaching Japanese fleet. In 
the eight separate landings the Japanese 
made in the period between 8 and 25 De- 
cember, the submarines proved unable to 
impede the enemy or even inflict any serious 
damage. Their record, like that of the 
B-17's, was most disappointing. 

The withdrawal of the Asiatic Fleet co- 
incided with the movement southward of 
the Far East Air Force whose heavy bomb- 
ers were already based in Australia. On 
24 December, General Brereton was called 
to MacArthur's office and told that he was 
to go to Australia with his headquarters to 
"organize advanced operating bases from 
which . . , you can protect the lines of 
communication, secure bases in Mindanao, 
and support the defense of the Philip- 
pines." 48 Brereton offered to stay on, but 
Mac Arthur told him that he would be more 
useful in Australia. 

Brereton closed his headquarters at Fort 
McKinley at 1600 of the 24th, and in a 
PBY left that evening to join his bombers 
at Batchelor Field near Port Darwin. To 
the War Department General MacArthur 
radioed "Operations heavy bombardment 
no longer possible from bases here. B-17's 
have been moved to Australia and Nether- 
lands East Indies bases. Brereton with skel- 
eton staff departed on 24th." 49 

47 Rpt, COMSUBS to COMINCH, War Activi- 
ties, Submarines, U.S. Asiatic Fleet, 1 Dec 41-1 
Apr 42, Off of Naval Reds. 

"Ltr Order, USAFFE to CG FEAF, 24 Dec 41, 
reproduced in Brereton, Diaries, p. 62. 

"Rad, MacArthur to AGWAR, 25 Dec 41, AG 
381 (11-27-41 Gen) Far East. 

With Brereton's departure, the small 
number of fighters, all that remained of the 
once formidable Far East Air Force, came 
under the command of Col. Harold H. 
George, formerly chief of staff of the Inter- 
ceptor Command. Fighter fields were es- 
tablished on Bataan and preparations were 
made to continue operations from there. 
The 650 men of the 19th Bombardment 
Group left Luzon before the end of Decem- 
ber to join their planes in Australia. Their 
comrades in the 24th and 27th Groups were 
not as fortunate. They remained behind 
and, since few men were required to fly and 
service the planes still in operation, even- 
tually became infantry soldiers on Bataan. 50 

All hopes of reinforcing the Philippines 
•with pursuit planes were now at an end. 
Even if these planes could be flown from 
Australia northward, there were no longer 
any fields on Luzon outside Bataan on which 
they could base. The War Department 
told General MacArthur frankly that its 
plans for sending fighter aircraft to him 
were now jeopardized and that "the day to 
day situation" in the Philippines and 
Borneo — where the Japanese had landed 
on the 24th — would determine what could 
be done. He could draw what small com- 
fort he could from fresh assurances that the 
United States would develop a strong air 
force in the Far East and that the Secretary 
of War approved fully his plans and orders. 51 

General Brett, still in Chungking when 
news of the decision to withdraw reached 
Washington, was directed to get to Australia 
as quickly as possible. He was informed 

10 Craven and Cate, The Army Air Forces in 
World War II, I, 224-25; Brereton, Diaries, p. 62; 
Ind, Bataan, The Judgment Seat, passim. 

"Rad, Marshall to MacArthur, No. 879, 24 
Dec 41, AG 381 (11-27-41 Gen) Far East. 



of the changed situation and asked to sub- 
mit recommendations on the "location, 
composition, and future operations of U.S. 
Forces in Australia." 52 The air forces in 
Australia, he was told, were to be built up 
in the hope that long-range bombers would 
be able to aid the Philippine garrison and 
that the entire force would be useful in sup- 
porting the Allied attempts to halt the Jap- 
anese advance along the Malay Barrier. 53 

By 24 December every effort to bring sup- 
plies and reinforcements to General Mac- 
Arthur had failed. The Pensacola con- 
voy had reached Australia, but no way had 
been found to move its cargo northward. 
General MacArthur had not received a 
single piece of equipment or one additional 
man to reinforce his garrison. The sup- 
plies and men destined for the Philippines 
remained in Australia, which was rapidly 
being developed into an advanced Allied 
air and supply base. 

Within a period of three weeks, from 8 
December to 25 December, the Japanese 
had achieved astounding results in the 
Philippines. They had completed one 
major amphibious assault and at least seven 

™ Rad, Marshall to Military Attache, Melbourne 
for Brett, No. 41, 25 Dec 41, WPD 4628-3. 

minor landing operations; they had placed 
a large number of troops ashore on Luzon, 
north and south of Manila, and were ready 
to move on the capital; they had cut the 
line of communications between the Phil- 
ippines and Australia. 

During this three-week period, the Jap- 
anese had also established complete aerial 
and naval supremacy in the Philippines 
and forced the Asiatic Fleet and the Far 
East Air Force to retire to the line Surabaja- 
Darwin, 1,500 miles from Manila. Gen- 
eral MacArthur summed up his situation 
on 27 December as follows: "Enemy pene- 
tration in the Philippines resulted from our 
weakness on the sea and in the air. Surface 
elements of the Asiatic Fleet were with- 
drawn and the effect of the submarines has 
been negligible. Lack of airfields for mod- 
ern planes prevented defensive dispersion 
and lack of pursuit planes permitted un- 
hindered day bombardment. The enemy 
has had utter freedom of naval and air 
movements." 54 To these reasons, he could 
have added the unsatisfactory performance 
of the ill-trained and poorly equipped Phil- 
ippine Army reservists. 

"Rad, MacArthur to AG WAR, 27 Dec 41, AG 
381 (11-27-41 Gen) Far East; see Brereton's views 
on the same subject in his Diaries, pp. 64-67. 



The Withdrawal Begins 

The success of the Japanese landings at 
Lingayen Gulf and Lamon Bay ended all 
hopes for an American victory in the Philip- 
pines. Only one day after the landing to the 
north, on 23 December, General Mac- 
Arthur decided that he would have to fall 
back to Bataan and fight a delaying action 
there until help could arrive. This deci- 
sion, made only under the greatest necessity, 
was the basic strategic decision of the cam- 
paign in the Philippines. 

"WPO-3 Is in Effect" 

Before the war, General Mac Arthur had 
determined that he would meet a Japanese 
attack by offensive action, not by what he 
considered to be the passive defense pro- 
vided for in WPO-3. Accordingly, he had 
ordered his force commanders to meet the 
Japanese at the beaches and to drive them 
back into the sea. There was to be "no 
withdrawal from beach positions." The first 
Japanese landings between 8 and 10 
December had caused no change in this 

Once the Japanese had landed, General 
MacArthur had to consider seriously the 
prospect of an eventual withdrawal to 
Bataan and the evacuation of Manila. To 
prepare President Quezon for the worst, he 
sent word to him on the morning of the 
1 2th to be ready to move to Corregidor on 
four hours' notice. 

Shocked and wholly unprepared for this 
"startling message," Quezon arranged a 

conference with MacArthur that night at 
the Manila Hotel. At the meeting, Mac- 
Arthur explained that there was no imme- 
diate cause for concern, and that he was 
only "preparing for the worst in case the 
Japanese should land in great force at dif- 
ferent places." In such an event, it would 
be unwise, he told Quezon, to have his forces 
scattered. He intended to concentrate his 
army on Bataan, and to move his headquar- 
ters, the High Commissioner's office, and the 
Commonwealth Government to Corregidor 
and declare Manila an open city. "Do you 
mean, General," asked Quezon, "that to- 
morrow you will declare Manila an open 
city and that some time during the day we 
shall have to go to Corregidor?" Mac- 
Arthur's answer was an emphatic "No." He 
did not seem to be certain that the move 
would even be necessary, and was evidently 
only preparing the President for such a pos- 
sibility. The meeting closed with Quezon's 
promise to consider the matter further. Later 
he consented, with reluctance, to move to 
Corregidor if necessary. 1 

The possibility of a withdrawal seems to 
have been in the minds of other officers in 
MacArthur's headquarters before the main 
Japanese landings. During an inspection 
of the 21st Field Artillery sector along Lin- 
gayen Gulf, Col. Constant L. Irwin, Mac- 
Arthur's G-3, showed little interest in the 

'Quezon, The Good Fight, pp. 194-98. Present 
at the meeting also were Col. Manuel Nieto, the 
President's aide, and Lt. Col. Sidney L. Huff, Mac- 
Arthur's aide. 



tactical placement of the guns. He seemed 
concerned, instead, with the location of the 
ammunition and supply routes, selected to 
conform with the mission of holding at the 
beaches. "He took a look at our ammuni- 
tion disposition and the dangerous supply 
routes," wrote Colonel Mallonee, instructor 
of the 21st Field Artillery, "and very vio- 
lently announced that it would be impos- 
sible to withdraw the ammunition in time 
to save it. . . ." 2 This was the first time, 
remarked Mallonee, that he heard the 
word "withdraw." He explained to Col- 
onel Irwin that his orders were to hold at 
all costs, and repeated Wainwright's order : 
"We must die in our tracks, falling not 
backward but forward toward the enemy." 
The answer of the G— 3 officer was, "Don't 
believe everything you hear." 3 

Colonel Mallonee, as well as the chief of 
staff and senior instructor of the 21st Divi- 
sion, was now thoroughly confused about the 
mission and after a conference decided to 
request clarification from General Wain- 
wright's headquarters. They were told that 
the mission was still to hold at all costs, but, 
added Colonel Mallonee, "by the manner 
in which it was issued it was evident that 
there is considerable doubt in the minds of 
the North Luzon Force command as to 
whether the mission is actually as given." 4 

2 Mallonee, Bataan Diary, I, 56 ; see also ltr, Brig 
Gen. Constant L. Irwin, ret., to Ward, 13 Jun 51, 
OCMH. The author discussed the question of the 
withdrawal with Generals Sutherland and R. J. 
Marshall and with Colonel Collier. 

3 Mallonee, Bataan Diary, I, 56. The conversa- 
tion between Irwin and Mallonee took place in the 
presence of the senior American instructor of the 
21st Division (PA), Col. Ray M. O'Day, the divi- 
sion chief of staff, and several other officers. Colonel 
O'Day did not get the idea of a withdrawal from 
Irwin, but did say that such a remark was made 
in reference to the ammunition. Ltr, O'Day to 
author, 16 Nov 49, OCMH. 

4 Mallonee, Bataan Diary, I, 57. 

As early as 12 December, then, General 
MacArthur was preparing the ground 
for measures that would have to be taken 
if he decided that it was necessary to 
withdraw to Bataan. When General 
Homma landed his 14th Army at Lin- 
gayen Gulf ten days later, on 22 Decem- 
ber, MacArthur still made no change in 
his plan. But his message to General 
Marshall on that date shows that he now 
believed he might have to withdraw 
quickly. He estimated that the Japanese 
disembarking from the seventy to eighty 
transports in Lingayen Gulf had a 
strength of 80,000 to 100,000 men, and 
reported that he had on Luzon only about 
40,000 men "in units partially equipped." 
He anticipated that "this enormous tac- 
tical discrepancy" would force him "to 
operate in delaying action on successive 
lines through the Central Luzon plain to 
final defensive position on Bataan." 5 
When forced to do so, he told General 
Marshall, he would declare Manila an 
open city to save the civilian population 
and move his headquarters, together with 
the Philippine Commonwealth Govern- 
ment and the High Commissioner's office, 
to Corregidor, which, he said, "I intend 

* Rad, MacArthur to Marshall, No. 3, 22 Dec 41, 
AG 38 1 (11-27-41 Gen ) Far East. Although Mac- 
Arthur stated that he had only 40,000 men on 
Luzon, an analysis of the units present indicates 
that the number of troops was actually much 
higher. The strength of the American garrison, 
even without the air force, could not have been 
less than 20,000, including the 12,000 Philippine 
Scouts. To this figure must be added the strength 
of seven Philippine Army reserve divisions and one 
regular division, as well as the Constabulary, in- 
ducted into the service of the United States in 
December. Many of the units were undoubtedly at 
two-thirds strength, but even at half strength, the 
total number of troops on Luzon at this time could 
not have been less than 75,000-80,000. The num- 
ber of Japanese troops who landed at Lingayen be- 
tween 22 and 28 December was about 43,000. 



to hold." 15 General Marshall immediately 
replied that his proposed line of action 
was approved and that he was doing his 
utmost to send aid. 7 

The fighting in North Luzon on 22 and 
23 December and the rapid advance by 
the Japanese to Rosario apparently con- 
vinced MacArthur that the time had 
come to put the scheme for withdrawal 
into effect. General Wainwright's request 
on the afternoon of the 23d for permission 
to withdraw behind the Agno River must 
have confirmed this decision. To these 
military considerations must be added 
General MacArthur's desire to save the 
city of Manila from destruction. 

But the chief reason for the withdrawal 
order was the failure of the troops to hold 
the enemy. Up to this time General Mac- 
Arthur seems to have had the greatest 
confidence in the fighting qualities of the 
Philippine Army reservists and in the 
ability of his forces to hold the central 
Luzon plain. The events of the 22d and 
23d forced a revision of this view. "Gen- 
eral MacArthur, viewing the broken, flee- 
ing North Luzon Force," wrote Colonel 
Collier, a sympathetic observer, "realized 
that his cherished plan of defeating an 
enemy attempt to advance toward Manila 
from the north was not now possible. 

MacArthur's position on 23 December 
1941 was somewhat akin to the position 
in which General Yamashita found him- 
self three years later, when the victorious 
Americans were preparing to invade Lu- 

8 Ibid. 

7 Rad, Marshall to MacArthur, 22 Dec 41, AG 
381 (1 1-27-^-1 Gen) Far East. This message 
implied approval of MacArthur's plans by the Presi- 
dent, for it contained the statement that the Presi- 
dent had seen all of MacArthur's messages. 

5 Collier, Notebooks, II, 38. 

zon. Realizing that his opponent's air and 
naval forces were far superior to his own, 
that American ground forces were free to 
land on any beaches they chose, and that 
their superior mobility and fire power 
were too great for him, he concluded that 
the Japanese would be unable "to conduct 
warfare on flat land." Yamashita, there- 
fore, decided to withdraw from Manila 
and the central Luzon plain, and to fight 
a delaying action to "divert American 
forces in Luzon so as to keep them from 
attacking Japan as long as possible." 
Unlike General MacArthur, Yamashita 
hoped to accomplish his objective by 
withdrawing into the mountains of north- 
ern Luzon. He might have been more 
successful if he had retired to Bataan, as 
the Americans had four years earlier. 
From there he could have maintained his 
forces intact and have denied the Ameri- 
cans, for a time at least, the use of 
Manila Bay. 9 

The decision having been made to with- 
draw to Bataan, USAFFE notified all force 
commanders that "WPO-3 is in effect." 10 
Nothing more was required. WPO-3 was 
an old plan, well known to all U.S. Army 
officers who had been in the Philippines six 
months or more. Under it, the Philippine 
Department headquarters, after the experi- 
ence of numerous maneuvers, had selected 

• A. Frank Reel, The Case of General Yamashita 
( Chicago, 1 949 ), pp. 2 1 -2 2 . Most of the Japanese 
officers who read this volume in manuscript form 
did not agree with the author that a withdrawal 
to Bataan by Yamashita would have resulted in a 
more successful defense. Comments of Former 
Japanese Officers Regarding The Fall of the Philip- 
pines, p. 41, OCMH. 

10 Wainwright, General Wainwrighfs Story, p. 
36. Wainwright received the order on the night of 
the 23d, but General Parker did not get the order 
until about 1000 of the 24th, when he was ordered 
to Bataan to organize the Bataan Defense Force. 
Ltr, Parker to Ward, 16 Jan 52, OCMH. 



certain delaying positions along the central 
Luzon plain. These positions had been 
reconnoitered and were considered fairly 
strong defensive lines along the route of 
withdrawal to Bataan. It only remained to 
issue written orders to supplement the 
announcement that WPO-3 was in effect. 

The next morning, 24 December, at 
1100, the USAFFE staff was called to a 
conference. General Sutherland announced 
the decision and stated that the headquar- 
ters was to be moved to Corregidor that 
evening. Each man was to take with him 
only field equipment and one suitcase or 
bedroll. By special order all officers in the 
headquarters, except those of high rank who 
had been promoted a few days earlier, were 
promoted one grade. To the War Depart- 
ment General MacArthur sent news of his 
decision, as well as the further information 
that the Japanese had landed at Atimonan 
and Mauban that morning. 11 "Tonight I 
plan to disengage my forces under cover of 
darkness," he wrote. "For the present, I am 
remaining in Manila, establishing an ad- 
vanced headquarters on Corregidor." After 
evacuating the High Commissioner and the 
Commonwealth Government, he told the 
Chief of Staff, he would declare Manila an 
open city. 12 

On the afternoon of the 24th, President 
Quezon and High Commissioner Sayre, 
with their personal and official families, 
sailed to Corregidor aboard the interisland 
steamer Mayan. Many Philippine officials 
simply packed a few belongings and left the 

a Rad, CG USAFFE to AGWAR, 24 Dec 41, AG 
381 (11-27-41 Gen) Far East. MacArthur mis- 
takenly reported that the Japanese were standing 
off Nasugbu. No landing was ever made there. 

13 Rad, MacArthur to Marshall, 24 Dec 41, AG 
381 (11-27-41 Gen) Far East. 

city, despite the order that all Common- 
wealth officials would remain at their posts. 13 

The headquarters began to move out on 
the Don Esteban after 1900 that day. "It 
was a beautiful moonlit night," wrote Col- 
onel Collier, "and the cheerful, peaceful 
murmuring of the rippling waves from the 
cutting prow of the ship belied the havoc of 
war." 14 It was Christmas Eve, and the men 
sat around on deck talking in hushed tones 
and watching the flames rising from the 
Navy's fuel dump where over 1,000,000 
gallons of oil had been fired earlier in the day. 
The Don Esteban docked at Corregidor at 
2130, and the next morning Headquarters, 
USAFFE, opened on the island. That day, 
MacArthur reported to the War Depart- 
ment that his headquarters had moved. 15 A 
rear echelon, headed by Brig. Gen. Richard 
J. Marshall, Deputy Chief of Staff, re- 
mained behind in Manila to close out the 
headquarters and supervise the shipment of 
supplies and the evacuation of the remain- 
ing troops. 16 

There was much to do in the days that 
followed to prepare Bataan for the troops 
destined to make their last stand there. On 
the morning of the 24th, Col. Lewis C. 
Beebe, G-4, USAFFE, and Brig. Gen. 
Charles C. Drake, Quartermaster, were 
called to General Marshall's office and there 
told of the decision to withdraw all troops on 
Luzon to Bataan and to evacuate Manila. 
General Drake was instructed to move his 
base of operations to Bataan immediately 
and to check on the reserves at Corregidor 

1S Collier, Notebooks, I, 80-81; II, 40. 
u Ibid., II, 42. 

1S Ibid., 44; rad, MacArthur to AGWAR, 25 Dec 
41, AG 381 (11-27-41 Gen) Far East. 

18 USAFFE-USFIP Rpt of Opns, pp. 33, 40; 
interv, author with R. J. Marshall, 7 Apr 48. 



to be sure that there was enough to supply 
10,000 men for six months. Small barges 
and boats required to move the supplies 
from Manila to Corregidor and Bataan were 
quickly gathered, and within twenty-four 
hours Corregidor was completely stocked 
with the supplies for a six months' cam- 
paign. At the same time, all supplies were 
immediately started on their way to Bataan 
by every available means — water, truck, and 
rail. Ammunition had already been stored 
in the peninsula, together with certain de- 
fense reserves including 300,000 gallons of 
gasoline, lubricating oil, and greases, and 
about 3,000 tons of canned meats and fish. 17 

In Manila, the rear echelon worked val- 
iantly to get all the supplies out of the city 
before the Japanese moved in. Those small 
craft not transferred to Corregidor and Ba- 
taan were destroyed; demolitions were car- 
ried out with efficiency and dispatch. By the 
time General Marshall and his men moved 
out on New Year's Eve, most of the supplies 
that might possibly be of value to the enemy 
had been destroyed. 1 * 

At the same time that a revised supply 
plan was put into effect, a revised plan of 
operations was quickly worked out. The ob- 
ject of these plans was to gain time to pre- 
pare defenses on Bataan and to permit an 
orderly withdrawal into the peninsula. 

17 QM Rpt of Opns, pp. 20-21. 

18 Interv, author with R. J. Marshall, 7 Apr 48; 
Carlos P. Romulo, J Saw the Fall of the Philippines 
(New York: Doubleday & Company, Inc., 1942), 
pp. 68-90. 

The first specification in the charge against Gen- 
eral Homma when he was tried as a war criminal in 
Manila in 1946 was the violation of an open city. 
Since Manila was used as a base of supplies, and 
since a U.S. Army headquarters was based in the 
city and troops passed through it after 26 December, 
it is difficult to see how Manila could be considered 
an open city between 26 and 31 December 1941. 
Nevertheless, the charge against General Homma 
stood. USA vs. Homma, specification of charges. 

Wainwright's North Luzon Force was to 
hold the Japanese north of the key city of 
San Fernando, Pampanga — where Route 7, 
the main highway leading into the Bataan 
peninsula, began — until 8 January, then 
withdraw into Bataan. 19 This would provide 
time for the South Luzon Force to move up 
past Manila and into Bataan and give those 
troops already on Bataan an opportunity to 
establish a line. The withdrawal was to be 
in five phases, or along five lines. On each 
line Wainwright's men were to hold only 
long enough to force the enemy to prepare 
for an organized attack. The object was to 
delay, not defeat, the enemy and to reach 
Bataan intact. 20 

General Parker's South Luzon Force was 
to withdraw west and north along succes- 
sive defense lines through and around 
Manila, across the Pampanga River, 
spanned by the two bridges known collec- 
tively as the Calumpit Bridge, to San 
Fernando, and then to Bataan. All of the 
South Luzon Force was to clear the bridge 
before 8 January. The Calumpit Bridge 
therefore became a critical point in the plan 
for withdrawal. It had to be held until all 
the troops in the South Luzon Force passed 
over. 21 

To prepare defensive positions on Bataan, 
the Bataan Defense Force was organized on 
the 24th. General Parker was placed in 
command and given two Philippine Army 
divisions, the 31st and 41st (less 42d In- 
fantry ) , in addition to the troops already in 
Bataan to do the job. Command of the 
South Luzon Force, which consisted during 

** The date was later changed when it was found 
that North Luzon Force could not hold until the 8th. 

San Fernando, Pampanga, should not be con- 
fused with San Fernando, La Union. 

20 USAFFE-USFIP Rpt of Opns, p. 33; Collier, 
Notebooks, II, 47. 

21 Ibid.; ltr, Sutherland to CG 51st Div (PA), 
24 Dec 41, sub: Opns Orders, AG 371 Phil Reds. 



the withdrawal of the 51st Division (PA), 
one regiment of the 1st Division, the 42d 
Infantry, plus supporting tanks and SPM's, 
passed to General Jones. 22 

The only troops in Bataan when Parker 
reached there at 1 700 of the 24th were the 
Philippine Division (less 57th Combat 
Team and one battalion of the 45th Infan- 
try) and a provisional air corps regiment. 
The 14th Engineers (PS) marked out the 
defensive positions and the Philippine Army 
troops, when they arrived on the peninsula, 
moved into these positions and began to dig 
foxholes and put up wire. Brig. Gen. Clif- 
ford Bluemel's 31st Division (PA), sta- 
tioned along the Zambales coast was the 
first into Bataan. Its movement was com- 
pleted by 26 December. Two days later the 
41st Division (PA), less elements, took up 
its position along the skeleton line. 23 

The plan for the withdrawal of the forces 
in north and south Luzon called for a diffi- 
cult maneuver requiring accurate timing 
and the closest co-ordination. Should the 
forces in north and south Luzon fail to pull 
back to Bataan, or should the Japanese seize 
the road net leading into the peninsula, 
then the strategic objective of the with- 
drawal, the denial of Manila Bay to the 
enemy, would be jeopardized. 

The North Luzon Force Plan 

The North Luzon Force plan of with- 
drawal was based on the five delaying posi- 
tions or lines selected and reconnoitered 
during peacetime. Separated by the esti- 
mated distance which could be covered in 
one night's march, these lines utilized the 

a USAFFE GO 54, 27 Dec 41; SLF and II 
Corps Rptof Opns, pp. 16, 19. 

" SLF and II Corps Rpt of Opns, p. 19; 
USAFFE-USFIP Rpt of Opns, pp. 33-35. 

terrain features advantageous in defense — 
rivers, high ground, and swamps. Each was 
anchored on high ground and took full ad- 
vantage of natural barriers. They lay across 
the face of the central Luzon plain and cov- 
ered the main approaches to Manila, Routes 
3 and 5. \{Map 6) 

The first defensive line, known as D-l, 
extended in an easterly direction from 
Aguilar, south of Lingayen Gulf on Route 
1 3, through San Carlos to Urdaneta on 
Route 3. As Col. William F. Maher, Wain- 
wright's chief of staff, has observed, the D-l 
line "was simply a line on which we hoped 
to be able to reorganize the badly disorgan- 
ized forces north of the Agno River." 24 

The second position, the D— 2 line, ex- 
tended in general along the arc of the Agno 
River, one of the formidable natural bar- 
riers in the central plain. After holding for 
one day on this line, the troops were to retire 
next to the D-3 line, stretching from Santa 
Ignacia on the west through Gerona and 
Guimba to San Jose on the east. The D-4 
line was approximately twenty-five miles 
long and extended from Tarlac on the left 
(west) to Cabanatuan on the right. Small 
rivers and streams intersected this line, 
which, at Cabanatuan, was anchored on the 
Pampanga River. 

The final and most southerly position, 
called the D-5 line, stretched from Bamban 
in front of Mt. Arayat, across Route 5 to 
Sibul Springs. Southeast of Mt. Arayat, be- 
tween the Pampanga River and Route 5, 
was the Candaba Swamp, which broke the 
central plain into two narrow corridors 
leading toward Manila. Of the five lines, 
only the last, the D-5 line, was to be or- 
ganized for a protracted defense. Plans 
called for a stand here until the South Luzon 

M Ltr, Maher, formerly NLF CofS, to author, 1 1 
Nov 49, OCMH. 



Force could slip behind the North Luzon 
Force, up Route 3, into San Fernando. 25 

During its withdrawal to Bataan, the 
North Luzon Force was to be supported by 
General W eaver's Provisional Tank Group, 
whose job it would be to cover the with- 
drawal, sweep enemy avenues of approach, 
and halt hostile mechanized movement. 
The tanks were deployed on alternate sides 
of the road, at curves and bends, to achieve 
maximum sweep of their weapons with a 
minimum of exposure. Always they were to 
take care that they left themselves a route of 
escape. When required to withdraw, the 
tanks were to move back one at a time, un- 
der cover of the forward tank. The tankers 
were to select their positions after a careful 
reconnaissance, and with an eye to fields of 
fire, alternate positions, avenues of ap- 
proach, and emergency escape routes. 28 

The success of the withdrawal would de- 
pend to a large degree on the engineers. 
Their task was twofold : to maintain roads 
and bridges ahead of the retreating col- 
umns, and to destroy the bridges and block 
the roads already passed to halt the enemy 
advance. Demolitions and the construction 
of obstacles before the D-l line were to be 
accomplished by the front-line units; North 
Luzon Force engineers, consisting princi- 
pally of the engineer battalion of the 91st 
Division (PA), were made responsible for 
all work south of that line. The destruction 
of railroad bridges was left to a special de- 
tachment of demolition experts from Mac- 
Arthur's headquarters, attached to North 
Luzon Force. Demolitions were to be exe- 

* Collier, Notebooks, II, 82; NLF and I Corps 
Rpt of Opns, p. 11. 

M Prov Tank Gp Rpt of Opns, pp. 10-11; ltr, 
Col Ernest B. Miller to Ward, 31 Dec 51, copy in 

cuted by the engineers when ordered by the 
division or covering force commander and 
when the tanks and vehicles of the last 
elements of the rear guard had cleared the 
bridge. 27 

The term line, applied to the five delay- 
ing positions, is misleading. Actually the 
front was too wide to be held continuously 
by the forces available to General Wain- 
wright. Unit commanders were given con- 
siderable leeway in occupying their positions 
and usually could do little more than place 
their troops so as to cover the most likely 
routes of approach. Each line was to be oc- 
cupied before dawn, held during the day, 
and evacuated at night, the troops with- 
drawing to the next line. Their withdrawal 
would be covered by a shell, a small part of 
the retiring force, which was to remain in 
position until just before dawn when it was 
to pull back hastily to rejoin its parent unit 
on the line below. This shell, in theory, 
would consist of an infantry-artillery team, 
but in practice often included only one of 
these arms. 

By occupying these positions successively 
and holding them with a shell while the bulk 
of the force retired to the safety of a pre- 
pared position to the rear, MacArthur 
hoped to force the enemy to halt and deploy 
for an attack before each position. By the 
time he was ready to attack, the line would 
be evacuated. In this way, the Japanese ad- 
vance southward would be considerably 
delayed, and time would be gained to pre- 
pare defenses on Bataan and to permit the 
South Luzon Force to pass into the penin- 

17 Memo, NLF Engineer for CofS NLF, 1 Aug 42, 
sub: Orgn and Opns of NLF Engineers 8 Dec 41-6 
Jan 42, pp. 1-10, copy made for author by Col 
Harry A. Skerry, the NLF Engineer, and on file in 
OCMH. This memo will hereafter be cited as 
Skerry, NLF Engineer Rpt of Opns. 



sula behind the North Luzon Force. The 
danger of the scheme lay in the Japanese 
control of the air, which made it possible 
for them to play havoc with the retiring 
road-bound tanks and artillery. The risk 
was a calculated one, but the danger was 
minimized by limiting important move- 
ments to the hours of darkness. 28 

The supply of the troops during the with- 
drawal would be difficult. The problems 
ordinarily encountered in supplying large 
bodies of mobile troops during a retrograde 
movement would be complicated by the 
shortage of supplies and trained supply offi- 
cers, the necessity of moving a large amount 
of equipment to Bataan, and the destruction 
of those supplies which could not be saved. 
The fact that most of the men were inade- 
quately trained, poorly equipped, and often 
undisciplined would add considerably to the 
difficulties. 29 

To the T arlac—C abanatuan Line 

On Christmas Eve the North Luzon 
Force stood generally along a line extending 
from Tayug on the east through Urdaneta 
and San Carlos to Aguilar on the west. 
{Map 4] All units were under orders to 
hold tor twenty-four hours before falling 
back to the Agno. 

On the right (east) was the 26th Cavalry 
( PS ) . That afternoon the Scouts had been 
forced to retreat from Binalonan across the 
Agno River to Tayug, thus actually anchor- 
ing the North Luzon Force at the start of 
the withdrawal on the D-2 line. At Tayug, 
the cavalrymen had relieved the 71st Engi- 
neer Battalion (PA) covering the river 

crossing and had joined the 91st Division 
(PA) and the remnants of the 71st.™ 

West of Tayug, holding the center of the 
North Luzon Force line from Urdaneta to 
San Carlos, was General Brougher's 11th 
Division ( PA ) . Also in the center was the 
192d Tank Battalion, at this time the only 
armor in support of the North Luzon Force. 
On the afternoon of the 24th it was moving 
south toward the Agno, under orders to 
deploy along the south bank. Already on 
its way toward the river was the 194th, 
which had left Manila that morning with 
orders to assemble in the vicinity of 
Carmen. 31 

Extending the North Luzon Force line 
west from San Carlos to the Zambales 
Mountains, straddling the Agno, was Gen- 
eral Capinpin's 21st Division (PA). Sta- 
tioned initially along the southern shore of 
Lingayen Gulf, this division had not yet 
come in contact with the enemy. Its orders 
were to withdraw at 1900 on the 24th in 
two columns along the two roads, one on 
each side of the river. 

W ithdrawal to the Agno 

At the appointed hour, 1900 of 24 De- 
cember, the 21st Division began to with- 
draw. 32 Wire communication between the 

28 Ltr, Maher to author, 11 Nov 49, OCMH; 
Collier, Notebooks, II, 82 ; Mallonee, Bataan Diary, 
I, 67; NLF and I Corps Rpt of Opns, p. 14. 

28 QM Rpt of Opns, pp. 4-5. 

M Lt. Col. William E. Chandler, "26th Cavalry 
(PS) Battles to Glory," Part 2, Armored Cavalry 
Journal (May-June 1947), p. 11; Skerry, NLF 
Engineer Rpt of Opns, pp. 3, 5, 9. 

81 Miller, Bataan Uncensored, pp. 88—91; Prov 
Tank Gp Rpt of Opns, pp. 10-11; 1 1th Inf ( PA ) , 
Beach Defense and Delaying Action, 8 Dec 41-5 
Jan 42, p. 19, OCMH. The latter is Part 2 of an 
unsigned and undated account entitled The 11th 
Infantry Regiment (PA). Part I is entitled 
Mobilization and Training. 

32 The plan of withdrawal of the 21st Division 
(PA) can be reconstructed in some detail from 
personal papers loaned to the, author and on file 
in OCMH. Mallonee, Bataan Diary, I, 62, 67-70; 



division command post and front-line units 
was discontinued and signal troops began 
reclaiming the wire for later use. The first 
units to move out were the 22d Infantry and 
the 1st Battalion, 21st Field Artillery. Blow- 
ing the large bridges to the rear, they retired 
down the road toward San Carlos. 

West of the Agno, the 21st Infantry be- 
gan to withdraw from its beach positions at 
about 1900. By 2130 of Christmas Eve, di- 
vision headquarters had reached its new 
command post on Route 13, eleven miles 
south of San Carlos. So quiet had the night 
been that Col. Ray M. O'Day, division in- 
structor, turning on his radio to hear the 
midnight mass, "looked up at Heaven and 
could hardly believe it was a war-torn 
world." 33 

The withdrawal continued all through 
the night. By about 0400 of 25 December 
the bulk of the 21st Infantry had reached 
Aguilar and, when the sun rose, its 3d Bat- 
talion moved across the Agno in bancas to 
take up positions along the east-west road 
to San Carlos. It was not until late after- 
noon that the last covering units reached the 
D-l line. They had been held up by delays 
in the destruction of many small bridges, 
and in one case, premature demolition of a 
bridge had forced the abandonment of 
precious vehicles. There had been no hostile 
contact during the withdrawal. 

The rest of the North Luzon Force spent 
a less peaceful Christmas. The enemy, pre- 
vented from reaching the Agno on 24 De- 
cember by the stiff defense of the 26th Cav- 

O'Day, 21st Div (PA), II, 10-11 ; Brief History of 
22d Infantry (PA), p. 3; Rpt on Opns of 21st Inf 
(PA), 7 Dec 41-9 Apr 42, p. 2; Capt Grover G. 
Richards, Outline of Steps to a POW Camp, pp. 
3-4; ltr, [CO, 21st Inf] to TAG PA, 30 Dec 45, 
sub: Opns of 21st Inf (PA), 7 Dec 41-9 Apr 42, 
p. 2. 

"O'Day, 21st Div (PA), II, 11. 

airy, continued his efforts the next day. 
With Binalonan in his possession, General 
Tsuchibashi, the 48 th Division comman- 
der, could now split his force into two col- 
umns. One he sent south on Route 3 to Ur- 
daneta, where the 1 1th Division was posted; 
the other went east toward Tayug. (Map 

The column along Route 3 would con- 
sist of the 1st and 2d Formosa Infantry 
with the 4th Tank Regiment. The remain- 
der of the 48th Division (less 1st Battalion, 
47th Infantry at Damortis), concentrated 
in the Pozorrubio-Binalonan area during 
the night of 24-25 December. 34 

At 0200 of Christmas morning, the 1st 
and 2d Formosa and the 4th Tank Regi- 
ment moved out against Urdaneta, which 
was defended by elements of the 1 1th Divi- 
sion's 13th Infantry (PA). The fight lasted 
all morning but the Japanese proved too 
strong for the Filipinos and by noon had 
control of the town. The 1 1th Division then 
began falling back toward the Agno. 86 

Meanwhile, on the right flank of the 
North Luzon Force there had been a shuf- 
fling of units. The 71st Division, ordered to 
San Fernando, Pampanga, for reorganiza- 
tion, was moving out of the line. The 91st 
Division, with the 26th Cavalry attached, 
was under orders to pull back to the next 
line at 2 100, leaving a shell on the river until 
dawn of the 26th. The cavalry was to hold 
the river line at Tayug to cover General 
Stevens' withdrawal and to protect the force 
right flank. A shell from the 91st Division, 
the 92d Combat Team, was to take up a 

" 14th Army Opns, I, 52-53; Answers to Ques- 
tionnaire on Phil Campaign, 5 Aug 49, ATIS Doc 
49692; Statement of Col Moriji Kawagoe, CofS 
48th Div, in Statements of Japanese Officials on 
World War II, II, 126-27. 

" 14th Army Opns, I, 53; Col Glen R. Townsend, 
CO, 11th Inf (PA), Defense of the Philippines, p. 
12, OCMH; O'Day, 21st Div (PA), II, 11. 


VILLAS1S-CARMEN BRIDGE over the Agno River on Route 3. [Photograph 
taken, in 1035.) 

position to Pierce's left, along the Agno as 
far south as Carmen. 35 

By evening of 25 December, the 11th 
Division, in the center, stood on the Agno 
River and was in its D-2 positions. Defense 
of Carmen and its important bridge, rebuilt 
by the 9 1 st Engineer Battalion, was assigned 
to the 1st Battalion, 21st Infantry, in force 
reserve since the second week of hostilities. 
To its left (west) along a 2,000-yard front 
west of Carmen, was the 1 3th Infantry. The 
rest of the llih Division sector, extending 

1 " Maj Willi am E. Chandler, An Outline. History 
of the 26th Cavalry (PS), p. 4, OCMH; sot- also 
the same author's article, "26lh Cavalry (PS) 
Battles to Glory,'' Part 2, Armored Cavalry Journal 
(May- June 1947), pp. 1 1 12; Itr, Selleck to Board 
of Officers, 1 Feb 4G, sub: Reinstatement of Rank, 
p. 9, OCMH; unsigned account of 92d Inf (PA), 
p. 1, OCMH. 

to Bautista, was held by the 1 1th Infantry. 
The 21st Division was on the left, the 92d 
Combat Team and the 26th Cavalry on 
the right of the D-2 line. Spread thin along 
the Agno River between Carmen and Route 
13, a distance of twenty-five miles, was the 
194th Tank Battalion (less Company C) 
which had reached the river at 1900 the 
previous night. Tank support on the right 
side of the line was provided by the 192d 
Tank Battalion, which covered the sixteen 
miles from Carmen to Tayug.'" 

* Prov Tank Gp Rpt of Opns, p. 1 1 : Miller, 
Baiaan Uncensortd, pp. 89 91 j Engineers of the 
Southwest Pacific 1941-1945, Vol. I, Engineers in 
Theater Operations (Washington, 1947), p. 6 illus- 
tration, and p. 15 n. 24: WLF and I Corps Rpl of 
Opns, p. 3 : 1 i th Inf ( PA ) Beach Defense and 
Delaying Action, p. 19, OCMH; ltr [CO, 21st Inf] 
to TAG PA, Opns 21st Inf (PA), p. 2. 

AGNO RIVER between Bayamhang and Carmen. Bayambang, foreground, 
stretches along the southwestern bank of the river. 



When the move was completed and all 
of the North Luzon Force had reached D— 2, 
General Mac Arthur reported to Washing- 
ton, "Our position now along the Agno 
River." 38 Thus far, the withdrawal had 
proceeded satisfactorily. The Japanese had 
attacked at only one point and had achieved 
their objective, but had not disrupted the 
American scheme of withdrawal. Already 
the important bridges across the Agno, at 
Bayambang and Villasis, were ready for 

Fight on the Agno 

The D-2 line, from three to twelve miles 
behind the D— 1 line, depended primarily 
on the curving Agno River for its strength. 
Both flanks were guarded by high ground. 
The two critical points on the line were 
Tayug and Carmen, both important road 
junctions. A break-through at Tayug would 
open the right of the North Luzon Force 
to a hostile flanking movement; a Japanese 
penetration at Carmen would split the de- 
fenses in the center. Failing to hold either 
of these vital points, the North Luzon Force 
would have to abandon its position and 
perhaps its plan of withdrawal. 

While Wainwright was pulling back to 
the Agno, the Japanese had not been idle. 
Shortly after noon on 25 December, an ad- 
vance element of Lt. Col. Kuro Kitamura's 
48th Reconnaissance Regiment, moving 
east from Binalonan, met patrols of the 26th 
Cavalry at Asingan, across the river from 
Tayug. By 1900 Kitamura's troops had 
driven the Scouts back to the river where 
the 2d Squadron was already in position on 
the opposite shore. Only the soft mud of the 
riverbank had prevented the Japanese tanks 

" Rad, CG USAFFE to TAG, 26 Dec 41, AG 381 
(11-27-41 Gen) Far East. 

from crossing immediately. The struggle 
continued into the night and at 0200 the 
next morning, when the Japanese finally 
reached the opposite shore, the Scouts broke 
off the action. By 0400 Tayug was in enemy 
hands. Since further opposition was futile, 
Colonel Pierce withdrew to the 91st Divi- 
sion line at Umingan, ten miles to the south- 
east. Blowing eight bridges between Tayug 
an San Quintin as it retired, the decimated 
26th Cavalry passed through General 
Stevens' line at 0545. Later in the day, un- 
der North Luzon Force orders, it continued 
south toward Bataan as force reserve.* 9 The 
Scouts had fought with great effect in the 
five days since the Japanese landings and 
had contributed in a large degree to the 
enemy delay. Their discipline and cour- 
ageous stands at Damortis, Rosario, and 
Binalonan had shown that the Philippine 
soldier, properly trained, equipped, and led, 
was the equal of any. 

While the 48th Reconnaissance Regi- 
ment was attacking the 26th Cavalry at 
Tayug, the second of General Tsuchibashi's 
columns — consisting of the 2d Formosa, a 
battalion of the 1st Formosa, and the 4th 
Tank Regiment — was moving due south 
against Carmen. During the evening of 25 
December, this force entered unoccupied 
Villasis on Route 3, only a mile north of 
Carmen and the Agno River. After a pre- 
liminary air strike behind the lines by twelve 
planes of the 8th and 16th Light Bombard- 
ment Regiments, the Japanese opened the 
assault against Carmen, crossing the Agno 
near Villasis after sunset of the 26th. The 
2d Formosa and the 4th Tank Regiment, 
with artillery in support, met opposition 

" 14th Army Opns, I, 53; Chandler, "26th Cav- 
alry (PS) Battles to Glory," p. 12; ltr, Maher to 
author, 11 Nov 49, OCMH; rads, Maj Lomuntod 
to USAFFE, Nos. 29 and 31, 26 Dec 41, AG 370.2 
(19 Dec 41) Phil Reds. 



from the 37-mm. guns of the 194th Tank 
Battalion, which, having only armor-pierc- 
ing shells, was unable to hold up the Japa- 
nese advance. 40 

Late in the afternoon of the 26th, when 
news of the withdrawal of the 26th Cavalry 
on the right reached Wainwright, he or- 
dered the 1 1th Division to fall back through 
Carmen to Route 3, then south to the D— 3 
line. Before the move could get under way, 
the Japanese shattered the 1st Battalion, 
21st Infantry, at Carmen, inflicting two 
hundred casualties and capturing Maj. 
Robert Besson, the battalion commander. 
By 1930 Carmen was in enemy hands. The 
Japanese pushed on vigorously, a battalion 
of the 1st Formosa striking the 92d Combat 
Team on the right of the 1 1th Division line. 
Two hours later the enemy was in Rosales, 
three miles to the east of Carmen. 

With Route 3 in Japanese hands, the 1 1th 
Division was forced to fall back via the 
Manila Railroad, which extended along the 
western (left) edge of its sector. There was 
no other route of retreat in this area. Behind 
the division front was a large, roadless area 
covered with rice fields. The only routes 
leading to the rear were on the division 
flanks — Route 3 on the east and the Manila 
Railroad on the west. Swift action on the 
part of General Brougher in commandeer- 
ing and dispatching a locomotive and sev- 
eral freight cars from Tarlac that night 
made possible the escape of the troops. 41 

40 14th Army Opns, I, 53; 5th Air Gp Opns, p. 39; 
Statement of Gen Kawagoe, ATIS Doc 62707, 
Statements of Japanese Officials on World War II, 
II, 128; Answers to Questionnaire on Phil Cam- 
paign, 5 Aug 49, ATIS Doc 49692 ; Miller, Bataan 
Uncensored, p. 95. 

"14th Army Opns, I, 53; 11th Inf (PA) Beach 
Defense and Delaying Action, pp. 19-20, OCMH; 
2d Lt Louis I. Bentz, Jr., 82d Inf (PA), p. 1, 
Chunn Notebooks; O'Day, 21st Div (PA), I, 4. 

The Provisional Tank Group encoun- 
tered greater difficulty in withdrawing than 
had the infantry. Col. Ernest B. Miller, the 
1 94th Tank Battalion commander, had told 
General Weaver at 1830 of the 26th that 
the enemy might soon cross the Agno and 
that there remained "nothing but the tanks 
to stop it." 42 Actually, the Japanese were 
already across the river. Weaver ordered 
Miller to hold at the D-2 line until 0500 the 
following day. The 192d Tank Battalion to 
the east was also ordered to hold, but Colo- 
nel Miller as the senior tank officer was 
authorized to withdraw both battalions 
sooner if Japanese action threatened to cut 
their line of retreat. 43 

In the 192d Tank Battalion area the tac- 
tical situation made compliance with Gen- 
eral Weaver's order impossible. Around 
dusk on 26 December, Col. John H. Rod- 
man, commanding the 92d Combat Team,, 
informed Col. Theodore Wickord, the 192d 
commander, that the infantry was pulling 
back on the right to form a line from Car- 
men to Umingan. When the 92d pulled 
back at about 2100, Wickord's battalion 
also moved out. It moved east past Carmeh, 
then south, before the Japanese could block- 

Brougher, Notes on Withdrawal of 1 1th Infantry 
from Agno River Position, pp. 1-2, copy in OCMH. 

" Miller, Bataan Uncensored, p. 97. 

48 Prov Tank Gp Rpt of Opns, p. II; Miller, 
Bataan Uncensored, pp. 97-98; ltr, Miller to Ward, 
31 Dec 51, OCMH; Weaver, Comments on Draft 
MS, Comment 13, OCMH. Miller claims he was 
given no authority to withdraw earlier if necessary. 
He also claims that no holding orders were issued 
to the 192d. Weaver stated that his orders were 
given to both battalion commanders. The 192d 
has prepared no reports and efforts by the author 
to secure additional material on this question from 
the battalion commander have been unsuccessful. 
Colonel Miller intimates that General Weaver was 
keeping the tanks in a "rat trap." There is no 
direct evidence other than Colonel Miller's pub- 
lished statements to substantiate such a view. 



ade the route of escape, and reached the 
D-3 line without difficulty. 44 

Meanwhile, the 194th Tank Battalion 
made its own way south as best it could. 
The tanks of Company A fought their way 
through a Japanese roadblock at the edge 
of Carmen and retreated down Route 3. 
Above San Manuel, about six miles south, 
Colonel Miller, the battalion commander, 
organized a roadblock with three tanks; all 
the others he sent to the rear. Shortly after, 
a single half-track with a 75-mm. gun 
(SPM), commanded by Capt. Gordon H. 
Peck, came down the road after having cut 
its way through the cane fields. Placing him- 
self under Colonel Miller's orders, Peck took 
his place at the roadblock. At about 2300, 
General Brougher, the 1 1 th Division com- 
mander, arrived at San Manuel. He ex- 
plained that his division was moving back 
by rail and asked that the tanks cover the 
railroad until the Filipino troops could pass 
through to safety. It was finally agreed that 
the block would be held as long as possible 
before the tanks and the SPM fell back five 
miles to Moncada, where the railroad 
crossed Route 3. The troop trains carrying 
the 1 1 th Division were expected to pass 
through that town at 0400 on 27 Decem- 
ber. 45 

All was quiet at the roadblock until a few 
hours before dawn. At about 0245, after the 
last stragglers had cleared the block, a Japa- 
nese armored column, apparently advance 
elements of the 4th Tank Regiment, reached 
the spot. Fire from the American tanks and 

41 Prov Tank Gp Rpt of Opns, p. 12 ; ltr, Weaver 
to Wainwright, 20 Nov 45, OCMH ; Miller, Bataan 
Uncensored, p. 98. 

"Miller, Bataan Uncensored, pp. 97-102; GO 
10, Hq Prov Tank Gp in the Field, 14 Feb 42, copy 
given the author by General Weaver and on file in 
OCMH. Prov Tank Gp Rpt of Opns, p. 12; ltr, 
Miller to Ward, 31 Dec 51, OCMH; Weaver, Com- 
ments on Draft MS, Comment 14, OCMH. 

SPM's swept the highway and adjoining 
ditches. The Japanese were taken com- 
pletely by surprise and after fifteen minutes 
pulled back. Fearing encirclement by Jap- 
anese infantry, Miller and Peck then struck 
out for Moncada. 46 

The tanks and the SPM that had formed 
the roadblock moved slowly down Route 3 
in the dark hours before dawn. They 
reached the rail crossing in Moncada only 
a scant ten minutes before the 1 1 th Division 
troop trains entered the town. Once the 
trains had cleared the danger point, Colonel 
Miller continued his march south and 
reached the D— 3 line at Gerona at. about 
0830 on the morning of 27 December. Here 
he was joined by the survivors of the bat- 
talion's Company D. Cut off from retreat, 
the company had come south along an old 
carabao cart trail, the Manila Railroad 
tracks, and Route 3. It found the bridge just 
below Moncada destroyed and was forced 
to leave its fifteen tanks north of the stream. 
This decision had been made in the hope 
that some of the men could return later with 
guides and bring the tanks south. This ex- 
pectation could not be fulfilled and the 
tanks were lost for the rest of the 
campaign. 47 

"Miller, Bataan Uncensored, pp. 102-03; GO's 
5 and 10, Hq Prov Tank Gp in the Field, 13 Jan 
and 14 Feb 42. 

"Miller, Bataan Uncensored, pp. 103-04, 108- 
09; Prov Tank Gp Rpt of Opns, p. 12; Capt Jack 
C. Altman, 194th Tank Bn, p. 3, Chunn Notebooks; 
Weaver, Comments on Draft MS, Comment 15, 
OCMH. During an interrogation at the end of the 
war General Homma stated that the 9th Infantry 
had reported the capture of twenty-three tanks 
stranded north of a river above Paniqui after the 
bridge had been blown. Interv, Col Walter E. 
Buchly with Homma, Manila, Mar 46, copy in 

There was an investigation of the blowing of the 
bridge and the loss of the tanks in prison camps in 
Formosa and Manchuria in 1944 and 1945. It was 



The D—3 Line 

Approximately forty miles in length, the 
D-3 line stretched across the Luzon central 
plain midway between Lingayen Gulf and 
San Fernando, Pampanga, from a point just 
west of Santa Ignacia on Route 13 to San 
Jose in Nueva Ecija Province, at the junc- 
tion of Routes 5 and 8. Deployed along this 
line were the 91st, 11th, and 21st Divisions 
(PA), supported by the Provisional Tank 
Group and the 75-mm. guns (SPM). 

The right (east) flank, resting on the 
foothills of the Sierra Madre, was held by 
the 91st Division which had taken up po- 
sitions across Route 5 and on the south bank 
of a small river in the vicinity of San Jose. 48 
Between Route 5 and Gerona on Route 3 
were the 1 1th Division and the bulk of the 
Tank Group — the 1 94th at Gerona and the 
192d to its right. The 21st Division, whose 
two columns had reunited at Camiling, was 
in position between Gerona and Santa 
Ignacia at the edge of the Zambales 
Mountains. 49 

Despite occasional alarms there was no 
action on the D-3 line on 27 December. 
That night the North Luzon Force made 
ready to fall back to the D-4 line. The 91st 
Division began pulling out at about 1730 
and by 0430 had reached the south bank 

then shown that Company D had reached the Mon- 
cada bridge fifteen hours after the last tanks of its 
battalion headquarters and fourteen hours after 
the last infantry elements had crossed. No tank 
guides from either Company A or Battalion Head- 
quarters, 194th Tank Battalion, had been left behind 
to direct the withdrawal of Company D. Comments 
of Col Skerry on Draft MS, Comment 4, OCMH. 

"Bentz, 92d Inf (PA), pp. 1-2, Chunn Note- 

"O'Day, 21st Div (PA), II, 12; Mallonee, Ba- 
taan Diary, I, 82; Miller, Bataan Uncensored, p. 
107; Weaver, Comments on Draft MS, Comment 
16, OCMH. 

of the Pampanga a few thousand yards be- 
low Cabanatuan. Two hours later the entire 
unit was ordered into the line between 
Cabanatuan and Carmen, Nueva Ecija, a 
barrio on the road ten miles west of 
Cabanatuan and not to be confused with 
the village of the same name on the Agno. 
At Carmen the 91st Division tied in with 
units of the 11th Infantry that had with- 
drawn from the D-3 line during the night 
and were deployed from Carmen west to 
La Paz. The 21st Division stood on the left 
of the 11th Division, extending the line to 
Tarlac, where Route 1 3 joined Route 3 and 
the main track of the Manila Railroad. The 
tanks were in general support. 

On the Agno River the Japanese halted 
to consolidate their position and bring up 
more troops. During the 27th, artillery, 
armor, and service troops moved forward to 
join the 48th Division. The 47th Infantry 
and a battalion of artillery, in reserve near 
Pozorrubio since 24 December, together 
with the 7th Tank Regiment, were dis- 
patched to Tayug. Infantry and artillery 
units occupied San Quintin to the south and 
patrols pushed forward into undefended 
Umingan. On the 48th Division right 
(west), the 1st Formosa consolidated its 
hold on Rosales. One battalion of the regi- 
ment remained at Urdaneta, and another 
went on to Carmen to relieve Colonel Tan- 
aka's troops who then moved back across 
the Agno to Villasis for rest. 50 

By 28 December the North Luzon Force 
was on the D— 4 line. In the face of a well- 
trained and better equipped enemy, it had 
fulfilled its mission — to hold the Agno line 
until the night of 26-27 December and to 
withdraw to the Tarlac-Cabanatuan line. 
Now, from positions along this line, the 

M 14th Army Opns, I, 50, 53-54. 



troops in North Luzon awaited the next 


As the front-line units moved back, the 
troops to the rear began to carry out the 
supply plan. On 24 December General 
MacArthur's headquarters had ordered the 
evacuation of Fort Stotsenburg and the de- 
struction of its 300,000 gallons of gasoline 
and large amounts of high octane fuel. Lt. 
Col. Wallace E. Durst, Post Quartermaster, 
was able to save about 50,000 gallons of gas 
by shipping some of it to the rear and issu- 
ing the rest to vehicles in the immediate 
area. "No material amount of gasoline," re- 
ported Durst's assistant, Lt. Col. Irvin 
Alexander, "was abandoned to the en- 
emy." 51 In addition to gasoline, Stotsen- 
burg stocks included 8,000 pounds of fresh 
beef, about 1Q0,000 components of dry ra- 
tions, large supplies of clothing, and air 
corps ammunition and equipment. When 
the post was finally abandoned, almost 
nothing of value was left, according to Col- 
onel Alexander. All supplies, he said, had 
been shipped to Bataan or issued to troops 
in the Stotsenburg area. 52 

The evacuation of Fort Stotsenburg long 
before the approach of enemy forces, 
aroused much criticism from officers who 
disagreed sharply with Colonel Alexander's 
optimistic statements on the amount of sup- 
plies saved. Colonel Collier exaggeratedly 
described the evacuation of Stotsenburg as a 

51 Ccrl Alexander, Narrative Rpt of QM Activities 
at Fort Stotsenburg, pp. 1-2, App. A to QM Rpt 
of Opns. 

52 J6»'d. v pp. 2-3 ; Col Alexander, Personal Recol- 
lections of Bataan and Later, pp. 48-50, copy in 

"frenzied departure" in which "warehouses 
filled with food, clothing, and other military 
supplies were left intact." Also left behind, 
he reported, were 250,000 gallons of gaso- 
line and several obsolete but serviceable 
planes. 63 General Drake, MacArthur's 
quartermaster, reported that only a por- 
tion of the reserve supplies stocked at 
Stotsenburg had been removed before its 
evacuation. 54 

On the afternoon of 25 December, as 
North Luzon Force fell back to the D-2 line, 
Lt. Col. Charles S. Lawrence, commanding 
the Tarlac Depot, had informed Drake that 
evacuation of the depot would be necessary 
very soon. In' the absence of orders to the 
contrary, he said, he would issue all his sup- 
plies, including five days' subsistence for the 
North Luzon Force, at one time and head 
for Bataan with his men. 55 That night he 
learned from Lt. Col. Gyles Merrill, Wain- 
wright's supply officer, that the line through 
Tarlac would be occupied on the night of 
27 December. Merrill suggested that Law- 
rence place his remaining rations in dumps 
at Tarlac, to be picked up by the troops as 
they withdrew. With Wainwright's ap- 
proval Lawrence placed the supplies in sepa- 
rate dumps, one for each division or separate 
unit. Troops of the 21st Division Head- 
quarters Company were posted as guards. 

" Collier, Notebooks, II, 84; III, 2. See also ltr, 
Lt Col John E. Olson to author, 10 Jan 52, OCMH. 
In his comments on this manuscript, Colonel Alex- 
ander insisted that the supplies had been evacuated 
and that nothing was left behind. Ltr, Alexander to 
Ward, 25 Dec 51, OCMH. 

" QM Rpt of Opns, p. 22; see also Mallonee, 
Bataan Diary, I, 108; O'Day, 21st Div, I, 12-13; 
Drake, Comments on Draft MS, Comment 8, 

55 Col Lawrence, Tarlac Advance QM Depot Rpt 
of Opns, p. 6, App. A to QM Rpt of Opns. 



This done, Lawrence and his men left for 
Bataan. 56 

The evacuation of Stotsenburg and 
Tarlac was typical of the hurried movement 
of supplies once the plan of withdrawal had 
gone into effect. "The troops withdrew so 
fast," reported General Drake, "that we 
could not put into operation any of our 
•withdrawal plans to cover this move- 
ment." 5T There was scarcely time to re- 
move "a few defense reserve supplies" from 
McKinley and Stotsenburg and no time to 
evacuate the depots established before the 
war at Tarlac and Los Banos. Fortunately, 
many of the supplies left behind were picked 
up by the units as they withdrew, and much 
of the remainder was destroyed. 

Closely related to the difficulty of supply 
and evacuation was the scarcity of motor 
vehicles on Luzon. Even the addition of 
civilian vehicles did not solve this problem. 
"The fact is," wrote Colonel Lawrence, 
"that there was not sufficient motor equip- 
ment in the Philippines to begin to meet 
fully all the requirements." 88 This shortage 
was made more serious by the failure of 
commanders to return the vehicles which 
brought their supplies. Even more repre- 
hensible was the hijacking and comman- 
deering of vehicles along the highways, often 
by commanders who feared that they would 
not have the transportation to move their 
troops and equipment in an emergency. 
These practices "resulted in confusion and 
caused a complete interruption in motor 
transport service during the period of 
evacuation of supplies to Bataan." 69 

66 Ibid. 

57 QmRptof Opns, p. 22. 

SB Lawrence, Tarlac Advance QM Depot Rpt of 
Opns, pp. 7-8, App. A to QM Rpt of Opns. 
" QM Rpt of Opns, p. 66. 

The Tarlac- Cab anatuan Line 

The original plan of withdrawal called 
for only a brief halt at the D-4 line, just 
long enough to force the enemy to stop and 
prepare for a co-ordinated attack. A deter- 
mined stand would be made on the D-5 line. 
On 27 December General Wainwright 
changed this plan. Fearing that a quick 
withdrawal from D-4 would leave too little 
margin for error between his last defensive 
line and the vital bridges across the 
Pampanga River at Calumpit, over which 
the South Luzon Force would have to pass, 
he decided to hold at Tarlac and Caba- 
natuan, the D-4 line. Late that night he 
issued new orders to his North Luzon Force 
abandoning D-5 as the final line of defense. 
"D-4 will be held at all costs until ordered 
withdrawn," he announced. "Maximum 
delay will be effected on each position. 
Withdrawal plan later." 60 

The final plan for holding the D-4 line 
and for the withdrawal to follow utilized the 
existing deployment of units already on the 
line. The 91st Division was assigned the 
eastern edge of the central plain, the zone 
between the Pampanga River, which paral- 
leled Route 5, and the mountains to the 
east. The critical point in this sector was 
Cabanatuan, where the roads from the 
north converged into Route 5 which led 
south toward Manila. When ordered to 
withdraw, the division would move down 
Route 5 to Plaridel, a distance of forty-five 
miles, thence west to Calumpit where Route 
3 crossed the Pampanga River. 

"° This order is quoted in Mallon^e, Bataan Diary, 
I, 90. See also O'Day, 21st Div (PA), II, 12. The 
author has been unable to find the original of this 
order. It is entirely possible that the change in mis- 
sion of North Luzon Force was initiated by Mac- 
Arthur's headquarters. 



The 11th Division was on the left of the 
91st, in the area between Carmen and 
Route 3. It was to retire along the secondary 
roads in its sector. The 21st Division was on 
the western edge of the central plain, cov- 
ering Tarlac and Route 3. Its line of retreat 
was along Route 3 to Angeles, thence to 
Bataan by Route 74. 61 As a further protec- 
tion to the Calumpit bridges and the South 
Luzon Force route of withdrawal, the 1 94th 
Tank Battalion, reduced to twenty tanks, 
was pulled out of the D-4 line by Mac- 
Arthur's headquarters on the 29th and 
ordered back to Apalit, three miles north- 
west of Calumpit, to a position of readiness. 
The day before, Company A of the 192d 
had been shifted from the 91st Division 
sector to the area west of the Pampanga and 
now, with a platoon of the 194th, formed 
the only tank support between the Pam- 
panga and Route 3. The rest of Colonel 
Wickord's battalion remained in position 
east of the Pampanga, in support of the 91st 
Division. 62 

When all units were on the line, General 
Mac Arthur reported to the War Depart- 
ment that he was "endeavoring to tempo- 
rarily hold hard in the north" until the 
North and South Luzon Forces could join 
at San Fernando after which he would 
"pivot on my left into Bataan." American 
and Filipino troops were "tired but well in 
hand." In this report, MacArthur mistak- 
enly estimated that his North Luzon Force 
alone was facing three Japanese divisions. 
These enemy troops, he pointed out, were 
excellent, and their equipment "modern 
and extensive." Although the Japanese were 
not then exerting heavy pressure against his 
line, MacArthur believed that this inactivity 

" NLF and II Corps Rpt of Opns, p. 12. 
M Prov Tank Gp Rpt of Opns, p. 13; Miller, 
Bataan Uncensored, p. 111. 

would soon end. The enemy, he warned, 
was "undoubtedly setting up a powerful 
attack both north and south simultaneously 
designed to pin me down in place and 
crush me." 63 

General Mac Arthur's estimate of the 
enemy's intentions was correct. The arrival 
of the 48th Division at the Agno River had 
completed the landing phase of the opera- 
tion. General Homma was now ready to 
drive on through Cabanatuan and Tarlac 
to Manila. 

As of noon, 27 December, the North 
Luzon Force position seemed to the Japa- 
nese to favor a rapid advance. American air 
power had been knocked out and the Philip- 
pine garrison was effectively cut off from 
reinforcement. Three of the divisions which 
had opposed their landings, the 11th, 71st, 
and 91st, as well as armor and cavalry, the 
Japanese believed, had suffered decisive 
defeats. The Japanese were also aware of 
General Mac Arthur's move to Corregidor 
and of the transfer of at least one division — 
the 31st — to Bataan. On the basis of his 
intelligence estimate General Homma rea- 
soned correctly that MacArthur planned a 
delaying action "in one corner of Bataan" 
and on Corregidor. 64 

Despite this correct evaluation of Ameri- 
can intentions, the consensus in the 14th 
Army staff was for a continuation of the 
drive on Manila. The mission assigned by 
Imperial General Headquarters was to take 
Manila, and it is doubtful that Army had 
the authority to divert any of its forces from 
that mission. As Lt. Col. Yoshio Nakajima, 
14th Army intelligence officer, wrote: 
"Since the mission of the 14th Army was 
to occupy Manila, the main force proceeded 

M Rad, CG USAFFE to TAG, 28 Dec 41, AG 
381 ( 1 1-27-tl Gen) Far East. 
* 14th Army Opns, I, 55-56. 



to that city." 65 Some even felt that, since 
Manila was the main objective, the with- 
drawal to Bataan "expedited the comple- 
tion of our mission." 66 

The plan finally adopted for the advance 
from the Agno River utilized one division, 
reinforced, supported by armor and aircraft. 
The main effort was to be made on the east, 
along Route 5, and the immediate objective 
was Cabanatuan. The 48th Division would 
jump off from the Agno River on the 28th 
and advance toward that town. Simultane- 
ously, the Kamijima Detachment, consist- 
ing of elements of the 9th Infantry and 
supporting artillery, would move from its 
positions along the Lingayen coast to Car- 
men to protect the right flank of the 48th 
Division. From there it would presumably 
advance down Route 3 toward Tarlac. The 
only concession made to the obvious Ameri- 
can withdrawal to Bataan was to order Gen- 
eral Tsuchibashi to send an infantry regi- 
ment with heavy artillery support to Tarlac 
to assist the 9th Infantry in its effort to move 
speedily down the central plain and seize 
the road net leading into the peninsula. 
Supporting the 48th Division advance were 
the 4th and 7th Tank Regiments, 14th 
Army artillery, and the 5th Air Group. 67 

Threat on the East 

The key to the right flank of the D-4 line 
was Cabanatuan. Situated on the banks of 
the Pampanga River, the town is an im- 
portant road junction on Route 5. The 
river, about 100 yards wide at this point, 
and unfordable by motor vehicles, flows 

M Interrog of Col Nakajima, 25 Apr 47, Interro- 
gations of Former Japanese Officers, I, Mil Hist 

M Interrog of Col Motoo Nakayama, Apr 47, ibid. 

"Ibid.; 14th Army Opns, I, 56-57, 61-64. 

swiftly in its twisting and irregular course. 
Approaching Cabanatuan from the moun- 
tains to the northeast, the Pampanga passes 
the town about 3,000 yards to the north 
then turns sharply south to flow west of the 
town and continue its errant way in a south- 
westerly direction toward Manila Bay. At 
Cabanatuan two bridges span the swiftly 
flowing river : one to the north and another 
to the west. It was in the general vicinity of 
these bridges that the Japanese first at- 
tacked the line. 

The 14th Army advance from the Agno 
began on schedule on the morning of 28 
December, at the same time that General 
Homma moved his command post to Bina- 
lonan. In the lead were the 4th and 7th 
Tank Regiments, a battalion of the 2d For- 
mosa, and a battalion of the 48th Mountain 
Artillery which advanced through San 
Quintin to San Jose. From there, they struck 
southeast, crossed the Pampanga at Rizal, 
and by 29 December had reached Bonga- 
bon, in position to threaten the right flank 
of the D-4 line. 

The 48th Division followed in two col- 
umns. The west column, consisting of the 
1st Formosa supported by a battalion of 
artillery, left Rosales before dawn of the 
29th and marched southeast through 
Guimba, then east to Baloc on Route 5, 
north of Cabanatuan. The east column, con- 
sisting of the 2d Formosa, 47th Infantry, 
48th Reconnaissance, and artillery and en- 
gineer units, followed behind the tank regi- 
ments to San Jose, where Route 5 inter- 
sected Route 8, and then followed the 
former toward Cabanatuan. 88 

At Cabanatuan, the main strength of the 
91st Division, the 92d Combat Team, 

" 14th Army Opns, I, 60-61, 83; Statement of 
Gen Kawagoe, ATIS Doc 62707, Statements of 
Japanese Officials on World War II, pp. 128-30. 



waited for the attack. In and around the 
town were the 2d and 3d Battalions, and 
to the left extending to the Pampanga, was 
the 1st Battalion. Both bridges had been 
blown and were considered impassable for 
wheeled traffic, but not for foot troops. 
Moreover, the river was fordable north of 
Cabanatuan. 69 On the morning of 29 De- 
cember, the left (east) column of the 48th 
Division reached the Pampanga northwest 
of Cabanatuan, but it was the tanks, driving 
down from Bongabon, that reached the 
town first. As the tankers approached, the 
47th Infantry, under cover of an artillery 
bombardment, began crossing the river. It 
was now late in the afternoon, and the 92d 
Combat Team, outflanked and faced by a 
superior enemy, fell back. That night the 
Japanese entered Cabanatuan.™ 

The Japanese did not stop at Cabana- 
tuan. Led by Maj. Gen. Koichi Abe, 48th 
Division infantry group commander, they 
continued south along Route 5 on 30 De- 
cember. Followed by two battalions of 
the 48th Mountain Artillery and a bat- 
talion of 150-mm. howitzers of the 1st 
Field Heavy Artillery Regiment, the 47th 
Infantry pursued the withdrawing 91st Di- 
vision toward Gapan, about fourteen miles 
below Cabanatuan. Just north of that vil- 
lage the defenders crossed the Penaranda 
River, destroying the steel highway bridge 
over that stream. Urged on by Lt. Louis I. 

""Bents, 92d Inf (PA), p. 2, Chunn Notebooks; 
Skerry, Comments on Draft MS, Comment 6, 
OCMH. The 192d Tank Battalion was in the 
area, but there is no information on its position 
or employment at this time. 

*° The American sources for this action are sketchy 
and vague as to times and places. Where doubts 
exist or where the records are irreconcilable, the 
Japanese account of the action has been used. 14th 
Army Opns, I, 63, 83. Ltr, Luther R. Stevens to 
Capt Edwin B. Kerr, 30 Dec 52 ; ltr, Col John H. 
Rodman to Maj Gen Orlando Ward, 1 Feb 52, both 
in OCMH. 

Bentz, Jr., about sixty-five Filipinos of the 
92d Infantry formed a line along the south 
bank of the river, while the remainder of 
regiment, bolstered by three hundred high 
school ROTC boys who had arrived that 
morning from Manila, occupied a mile- 
long line from the village west to the Pam- 
panga. The 47th Infantry hit this line late 
in the afternoon and broke through with 
little difficulty. By nightfall the enemy had 
entered the town. The remnants of the 91st 
Division withdrew toward Baliuag, twenty- 
five miles south on Route 5, where they 
planned to reorganize. 

The rapid advance of the Japanese along 
Route 5 jeopardized the American right and 
resulted in a shortening of the D-5 line. The 
North Luzon Force right flank would now 
have to be anchored on Mt. Arayat, west of 
Route 5, instead of Sibul Springs to the east. 
Route 5 lay open and the enemy was well 
on his way toward the Calumpit area. Un- 
less he was held, the withdrawal of the 
South Luzon Force would be threatened. 

Advance in the Center 

The center of the T)-A line, from the 
Pampanga to Tarlac, was held by the 1 1th 
Division. Paralleling the front was an east- 
west road. The critical points in the line were 
Zaragoza and La Paz, held by the 1 1th In- 
fantry. The 2d Battalion was in front of 
La Paz, the 3d Battalion to the east above 
Zaragoza, and the 1st Battalion in reserve 
about 5,000 yards to the south. Company 
A, 192d Tank Battalion, was in general 
support near Zaragoza. The only route of 
withdrawal was down a secondary road 
from La Paz to Concepcion, about thirteen 
miles, then west to Route 3. 

In the initial deployment of the 11th In- 
fantry no provision had been made for 



guarding the eastern entrance to the critical 
east-west road which ran behind the line. 
The 92d Infantry on the right was supposed 
to protect that flank, but Maj. Russel W. 
Volckmann, acting 1 1th Infantry com- 
mander, was uneasy about this arrange- 
ment. Recognizing the importance of the 
road and the vulnerability of his position 
he shifted his line so that troops of his 3d 
Battalion were in position to guard the road. 
A roadblock was established on the west side 
of the bridge across the Dalagot River, lead- 
ing into Zaragoza, and a platoon of tanks 
placed in position there. The bridge was 
prepared for demolition, but the river was 
easily f ordable by foot troops. The organiza- 
tion of the roadblock was a wise precaution, 
for the Tarlac-Cabanatuan road had al- 
ready been exposed on the east by the with- 
drawal of the 91st Division. 71 

The assault against the 1 1th Division was 
made by the Kanno Detachment, consist- 
ing of the 3d Battalion, 2d Formosa, sup- 
ported by a battalion of the 48th Mountain 
Artillery, substantially the same force which 
had landed at Vigan on 1 December. This 
force was the one which General Tsuchi- 
bashi had assigned to assist the Kamijima 
Detachment in its drive toward San Fer- 
nando. Its mission was to move south along 
Route 5 to Cabanatuan, then push west to 
outflank Tarlac, which Colonel Kamijima 
was approaching from the north. This ma- 
neuver would cover the right flank of the 
48th Division and, if executed speedily and 
successfully, would turn the North Luzon 

™ Interv, author with Col Volckmann, May 48 ; 
Maj W. J. Lage, Opns of 3d Bn, 11th Inf (PA) at 
Zaragoza, 28-29 Dec 41 (paper prepared for Ad- 
vanced Infantry Officers Course, 1947-48, The 
Infantry School) : Weaver, Comments on Draft MS, 
Comments 18 and 19, OCMH. Major Lage's ac- 
count is one day off, and the author has made 
necessary corrections. 

line and cut off the retreat of the American 
troops in the center. 72 

The Kanno Detachment jumped off from 
Talevera, north of Cabanatuan, at 0100 on 
30 December. Preceded by bicycle-mounted 
infantry, the unit cleared Cabanatuan, al- 
ready in Japanese hands, shortly after and 
pushed on along the Cabanatuan-Tarlac 
road, disregarding security measures. At 
0315 an alert tanker of the 192d Tank Bat- 
talion observed a large number of cyclists 
in column approaching Zaragoza. When 
the Japanese reached the American position 
they were greeted by point-blank fire from 
the alerted tanks. At the mercy of the tanks, 
the cyclists lost an estimated eighty-two men 
before they could make their escape. 

It was still dark when the action ended. 
The tank commander, fearing infiltration 
by enemy infantry, withdrew his platoon 
across the Zaragoza bridge, then insisted 
that the bridge be blown though the 11th 
Infantry troops were still on the other side. 
The commander of the engineer detach- 
ment had no choice but to comply and lit 
the time fuses. So surprised was the troop 
commander when the bridge was blown 
that he ordered an investigation immedir 
ately and incorrectly concluded 

. . . that the engineer lieutenant had left the 
destruction of the bridge to his platoon ser- 
geant and departed for the rear. The platoon 
sergeant detailed a private and departed with 
the rest of the men. The private, not to be 
outdone, had found a civilian, instructed him 
how to light the dynamite, paid him one peso 
and then left to join his platoon. The civilian, 
after hearing the shooting, became excited 
and blew the bridge. 73 

12 14th Army Opns, I, 83. 

73 Lage, Opns of 3d Bn, 11th Inf (PA), p. 16. 
Another explanation of these events is to be found 
in the report of the 11th Engineer Battalion, a por- 
tion of which is quoted in Skerry, Comments on 
Draft MS, Comment 10, OCMH. 

The premature destruction of the bridge 
took the tanks out of the action and left the 
infantry, still on the far side of the shallow 
river, without the support of the armor. 

When daylight came the Kanno Detach- 
ment struck the roadblock with heavy 
rifle and mortar fire. Part of the detachment 
had swung around to the north and now 
began to exert pressure from that direction. 
Fearing that his battalion might be out- 
flanked, the commander pulled his men 
back across the river. By noon, they were 
established in positions along the west bank. 
Despite heavy casualties and the presence 
of a strong hostile patrol above La Paz, the 
battalion commander felt he could hold 
the enemy at the river line. 

Shortly after noon the Japanese artillery 
opened fire against the 3d Battalion, pre- 

paratory to an infantry attack. After a 
twenty-minute barrage by 75-mm. guns of 
the 48th Mountain Artillery, the Kanno 
Detachment began to cross the river. Un- 
able to halt the enemy, the 3d Battalion 
moved west along the Zaragoza- La Paz 
road. Colonel Kanno brought his men 
safely across, then halted the advance until 
he could get his heavier weapons across the 
river. The 3d Battalion, about 500 yards 
to the west and supported by tanks, awaited 
the attack. At 1415 a Japanese antitank 
gun moved into the Japanese line and di- 
rected its fire against the Americans. Tt was 
finally knocked out, but only after it had 
destroyed the lead American tank. 

With the lead tank gone and their loca- 
tion known to the enemy, the tanks began 
to pull back. Since they were not under 1 1th 



Infantry control, there was no way to keep 
them in position. The Japanese immedi- 
ately unleashed a heavy barrage, threaten- 
ing the American positions. Major Volck- 
mann, who was on the scene, organized a 
counterattack with the battalion reserve. 
The counterattack opened at 1500 and, 
although no ground was gained, it evidently 
surprised the Japanese and led them to be- 
lieve the defenders were stronger than they 
actually were. When the Japanese fire 
slackened, the 3d Battalion withdrew again, 
this time about 1,500 yards to the west 
along the La Paz road. By 1360 the men 
were in their new positions. 

No sooner had the 3d Battalion taken up 
its new position than it received orders to 
pull back. These orders originated in Wain- 
wright's headquarters, where it had become 
apparent during the day that the entire line 
was threatened by the 48 th Division's 
breakthrough at Cabanatuan. Division 
commanders were ordered to pull back to 
the D-5 line. General Brougher, accord- 
ingly, directed his men holding the center 
of the line to withdraw through La Paz to 
Concepcion. The 11th Infantry immedi- 
ately began to assemble at La Paz. By 1 730 
the 3d Battalion had fallen back across the 
bridge just east of that point, the remainder 
of the regiment retiring before it. When all 
the troops were across, the bridge was de- 
stroyed. At this moment the Kanno Detach- 
ment appeared along the Zaragoza road 
and was met with machine gun fire. With 
its rear momentarily secure, the battalion 
retired toward the D-5 line. 

Of the 550 men of the 3d Battalion only 
156 remained. Many of these were 
wounded. But the Japanese had been 
stopped effectively. By delaying Kanno for 
twenty-four hours, the 3d Battalion had 
prevented him from reaching Tarlac on 30 

December in time to join in the attack on 
that town. It had thus frustrated a maneu- 
ver which might well have turned the left 
anchor of the North Luzon Force line. 

Fight on the West 

At the western end of the D-4 line stood 
the ruined city of Tarlac, its streets a 
shambles from the repeated strikes of enemy 
bombers. Just south of the city, the 21st 
Division, as yet untried in battle, awaited 
the advance of the Japanese. On the gently 
sloping ground to the west was the 21st In- 
fantry guarding the bridge where Route 1 3 
crossed the Tarlac River. The 2 2d Infantry, 
on its right, straddled Route 3. In reserve 
was the 23d Infantry, eight miles south of 
Tarlac at Santa Rosa. The terrain, except 
for the area in which the 21st was deployed, 
was low and level, consisting largely of rice 
fields and offering little opportunity for 
cover. The infantry derived what protection 
it could from dry cornstalks, bamboo trees, 
and swamps. The only consolation the 
rifleman could draw from his position was 
that he had a clear field of fire." 

The Kamijima Detachment, which was 
assigned the mission of assaulting Tarlac, 
had shown a curious reluctance to advance 
below the Agno River. Heavy casualties 
during the landings had made Colonel 
Kamijima, in the words of 14th Army 
Chief of Staff Maeda, "very cautious." 7B 
Such reluctance might well expose the right 

"O'Day, 21st Div (PA), II, 12-13; ltr, [CO, 
21st Inf] to TAG PA, Opns of 21st Inf (PA), p. 2; 
Brief Hist of 2 2d Inf (PA), p. 3; Hist of 21st Div 
(PA), pp. 18—19. This last document was obtained 
from General Capinpin and like the others is on 
file in OCMH, 

™ Interrog of Gen Maeda, 10 May 47, Interroga- 
tions of Former Japanese Officers, Mil Hist Div, 



(west) flank of 48th Division, and General 
Maeda, whose interest in Bataan had led 
him to emphasize the importance of the ad- 
vance on Tarlac, took steps to correct the 
situation. He reprimanded Kamijima for 
his excessive caution and ordered him to 
move across the Agno.™ 

By 29 December the Kamijima Detach- 
ment had apparently progressed to a point 
just north of Tarlac. On that day the 3d 
Battalion, 2 1st Infantry, reported that it had 
been fired on by Japanese patrols. The 23d 
Infantry was ordered to reconnoiter and or- 
ganize a position along the high ground be- 
tween Santa Rosa and San Miguel, east of 
Route 3. At the same time the rear of the 
2 2d Infantry was strengthened. That night 
the men of the 2 2d found occasion to open 
fire against Japanese patrols. Their fire was 
not returned, and it is possible that the imag- 
ination of the men in combat for the first 
time was responsible for the many Japanese 
patrols reported south of Tarlac." 

Shortly after noon of the 30th, advance 
elements of the 9th Infantry led by Colonel 
Kamijima himself entered Tarlac. With 
only two companies of infantry Kamijima 
refused to push on. At about 1500 the re- 
mainder of the 9th Infantry (less the 3d 
Battalion) and the two batteries of the 22 d 
Field Artillery reached the area. Thus rein- 
forced, Colonel Kamijima felt strong 
enough to attack and sent his men against 
the 2 2d Infantry positions along Route 3. 
The defenders held firm, inflicting severe 
losses on the 9th Infantry and killing 
Colonel Kamijima himself. 18 

™ Ibid.; 14-th Army Opns, I, 60-61. 

"O'Day, 21st Div (PA), II, 13; Richards, Steps 
to a POW Camp, p. 6. 

78 14th Army Opns, I, 63 ; Interrog of Gen Maeda, 
10 May 47, Interrogations of Former Japanese Of- 
ficers, Mil Hist Div, GHQ FEC, I ; USA vs. Homma, 
p. 3055; Mallonee, Diary, I, 100; Brief Hist of 22d 
Inf (PA), p.. 3. 

During the course of the action, the 22d 
Infantry noted a number of men advancing 
down the road from Tarlac. These men were 
first thought to be 1 3th Infantry troops re- 
tiring from positions east of the city, but 
just before they reached the stream in front 
of the American line they were identified as 
enemy troops and fired upon. A few minutes 
later, five American tanks and two SPM's 
broke out of Tarlac and fought their way 
down toward the stream. Their retreat had 
been cut off by Colonel Kanno's advance 
along the Cabanatuan-Tarlac road, and 
after much difficulty they had pushed their 
way through enemy-held Tarlac. The 21st 
Division troops recognized the tanks and 
half-track and furnished them with artillery 
support in their flight to the stream. But 
here they met an insuperable obstacle and 
the men had to abandon their vehicles. 
With the exception of one crew whose tank 
was hit, all the men reached the 21st Divi- 
sion lines safely. Attempts to rescue the ve- 
hicles were unsuccessful and the artillery 
was ordered to destroy them. 79 

Late in the afternoon the 21st Division 
received orders to withdraw under cover of 
darkness to the D-5 line. That evening units 
began moving out of their D— 4 positions. 
Pressure on the 22d Infantry had died 
down, but now the 21st Infantry came un- 
der heavy attack. As the division pulled 
back, this regiment supported by the 3d 
Battalion, 21st Field Artillery, covered the 
withdrawal alone. During the fight the 21st 
Infantry received many casualties and was 
badly battered. Finally, still intact but 
greatly weakened, the regiment began to 
pull back. The artillery battalion remained 

" Mallonee, Bataan Diary, I, 101-02; O'Day, 21st 
Div (PA), II, 13-14; separate, unsigned one-page 
history, entitled 194th Tank Battalion, OCMH; 
Miller, Bataan Uncensored, p. 111. The identity of 
the tanks is not clear in the sources. 



in position to cover the infantry's with- 
drawal. Long after its scheduled hour of 
retirement, the artillerymen, led by their 
American instructor, 1st Lt. Carl J. Savoie, 
continued to fire. 

To the rear the division covering force 
waited impatiently and anxiously for the 3d 
Battalion to pass through its line. When the 
trucks and guns of the battalion finally came 
down the road, Colonel Mallonee noted 
that the men "were tired, worn, hungry — 
but cocky, proud, aggressive." 80 They had 
good reason to feel cocky. The battalion, 
unaided, had held up the Japanese advance 
and made possible the successful withdrawal 
of the 21st Infantry. 

". . . every man of the 21st Infantry 
who came out of Tarlac . . . alive should get 
down on his knees and thank God for that red- 
headed son of a bitch [Savoie]. He was every- 
where he was needed at the right time. . . . 
He kept the guns in almost three hours after 
he could have withdrawn to give us a chance 
to break off. We were all out and the enemy 
back into Tarlac before he pulled up a gun." 81 

By dawn, 31 December, the 21st Division 
was on the D-5 line. The 21st Infantry at 
Bamban, fifteen miles south of Tarlac, was 
here joined by its 1st Battalion. This bat- 
talion had been detached and placed in 
North Luzon Force reserve earlier and had 
seen action on the Agno line in the fighting 
around Carmen. The Japanese 9th Infan- 
try was also reinforced when its 3d Battalion 
caught up with the rest of the regiment. 
The enemy force at Tarlac was further 
strengthened on the 31st by the arrival of 
the Kanno Detachment and by Lt. Col. 

8U Mallonee, Bataan Diary, I, 105; O'Day, 21st 
Div (PA), II, 14. 

81 Mallonee Bataan Diary, I, 1 05, quoting Lt Col 
William A. Wappenstein, CO, 21st Infantry. 

Katsumi Takahashi's 8th Field Heavy Ar- 
tillery Regiment. This greatly increased 
Japanese force spent the day preparing to 
push south along Route 3. 32 

In the brief period of seven days, from 
Christmas Eve to the year's end, there had 
been a radical change in the situation in 
northern Luzon. The Japanese, who on 24 
December had just secured their beachhead, 
now threatened Manila and the road net 
into Bataan. The enemy had broken out of 
his initial lodgment and was now moving 
rapidly in two columns down the broad 
central plain of Luzon. 

The North Luzon Force had withdrawn 
approximately fifty miles from its first de- 
fense line to its D-5 positions at Bamban 
and Arayat. The left and center had re- 
tired with moderate success, but the right 
flank was in grave danger. On that flank, 
General Homma had placed the main 
strength of the 48th Division supported by 
two regiments of tanks and increasing 
amounts of artillery and other supporting 
arms. Should the right flank give way, the 
withdrawal of the South Luzon Force to 
Bataan might well be imperiled. 

The first part of the withdrawal had been 
completed. Although it had been success- 
ful, there had been difficult moments. Com- 
munications had broken down at times, sup- 
ply had proved difficult, and some of the 
bridges had been blown too soon. The de- 
fense lines had sometimes been hastily and 
inadequately manned, or not occupied at 
all. "Not a single position," wrote the as- 
sistant G-3 of USAFFE, "was really occu- 
pied and organized for defense. Troops were 
barely stopped and assigned defensive sec- 

14th Army Opns, I, 64. 



tors before they stampeded into farther 
withdrawal, in many instances without fir- 
ing a shot." 83 This view portrays the with- 
drawal at its worst. Not all troops stam- 

Gollier, Notebooks, II, 83. 

peded, and there were numerous instances 
of heroism under fire and determined stands. 
For the most part, the withdrawal was con- 
ducted as well as it could be with the un- 
trained and ill-equipped Philippine Army 


Withdrawal in the South 

The withdrawal of the American and 
Philippine troops south of Manila began at 
the same time that General Wainwright's 
forces evacuated the D— 1 line. At about 
1000, 24 December, General Parker had 
turned over command of the South Luzon 
Force to General Jones and left for Bataan. 
Jones, who retained command of the 51st 
Division (PA), inherited four American 
officers from Parker's staff. It was fortunate 
that he did, for there were none on his 
division staff. 1 

Jones' orders when he assumed command 
of the South Luzon Force were to "block 
the enemy advance" and, "when forced to 
do so," withdraw past the open city of 
Manila and join Wainwright's forces north 
of the city. 2 While USAFFE orders directed 
General Jones to "harass and delay to the 
utmost the advance of the enemy," they 
made clear that his primary mission was to 
get his troops out of south Luzon and into 
Bataan. 3 

1 Interv, author with Jones, 25 Oct 49, OCMH; 
Jones, Diarv, p. 10; ltr, Parker to Ward, 16 Jan 52, 
OCMH; USAFFE-USFIP Rpt of Opns, p. 33. 

'Opns Orders, USAFFE to CG 51st Div, 24 Dec 
41, AG 381, Phil Reds. 

3 Quoted in Diary of Lt Col Arthur L. Shreve, 
Arty Officer, SLF, p. 10, copy lent to author and 
on file in OCMH; interv, Stanley Falk, research 
asst to author, with Jones, 15 Dec 49. General 
R. J. Marshall, in a letter to the author, states 
that the "final evacuation of the headquarters in 
Manila and cessation of transfer of supplies was 
governed by the length of time that the South Luzon 
Force was able to delay the approach of the Japan- 
ese." Ltr, Marshall to author, 31 Oct 49, OCMH. 

The force under General Jones's com- 
mand was much smaller than Wainwright's 
North Luzon Force. It consisted primarily 
of the 1st Infantry of the 1st Division (PA) 
and the inadequately trained and poorly 
equipped 51st Division (PA), which had 
for its artillery component only one bat- 
talion of eight British 75's. The 42d In- 
fantry, 41st Division (PA), was assigned to 
beach defense on the west side of the island. 
The rest of the division had gone with Gen- 
eral Parker to Bataan. Artillery support for 
the South Luzon Force was provided by the 
three batteries of 155 -mm. GPF's of the 
86th Field Artillery, defending the beaches 
in southwest Luzon, and three batteries of 
75-mm. guns (SPM) organized into the 2d 
Provisional Group. 4 Armored support was 
limited to one company — Company C of 
the 194th Tank Battalion — detached from 
the parent organization with the North 
Luzon Force. 

The Japanese force in south Luzon was 
numerically smaller than the composite 
American and Philippine force defending 
the area. Drawn from the 16th Division and 
led by the division commander, Lt. Gen. 
Susumu Morioka, it consisted of the 20th 
Infantry, the 16th Reconnaissance Regi- 
ment, and supporting arms and services. 

4 The 155-mm. GPF batteries had two guns in 
each battery. The GPF (Grande Puissance Filloux) 
155-mm. gun is a weapon designed by a French offi- 
cer, Col. L. J. F. Filloux, before the first World War 
and furnished to the American troops in France. 



General Morioka's route to the Philippine 
capital was not as broad or as smooth as 
that followed by General Tsuchibashi in 
the north. The Japanese in northern Luzon 
had the wide central plain to traverse; the 
path of the 16th Division was blocked by 
mountains and broad lakes, 
mediately after landing at 

{Map 7) 



Morioka had crossed the steep Tayabas 
Mountains with the major part of his force. 
Before him were the towering heights of 
Mt. Banahao. To reach Manila he would 
have to skirt the southern slopes of this ob- 
stacle and follow Route 1 westward. Once 
beyond Mt. Banahao he could turn north 
toward the huge inland lake called Laguna 
de Bay, follow Route 1 along its western 
shore, thence through the narrow corridor 
between the lake and Manila Bay into the 
city of Manila itself. The smaller force 
which had landed at Mauban would have 
to skirt the northern foothills of Mt. 
Banahao, move along the south shore of 
Laguna de Bay to Route 1 , then northward 
to the capital city. The two enemy forces 
would have to act independently until they 
were halfway to Manila. 

If the Japanese advance westward in two 
columns made mutual support of the two 
columns impossible once Mt. Banahao was 
reached, it also presented General Jones 
with a serious problem: to maintain con- 
tact between his units in order to avoid 
hostile flanking movements. He solved his 
problem by assigning a half-track patrol 
from Company C, 194th Tank Battalion, to 
patrol the north-south road in front (east) 
of Mt. Banahao. This patrol was charged 
with maintaining contact between the 1st 
Infantry to the north and the 52d and 53d 
Infantry on the south. 5 

Withdrawal From Mauban 

Of the two Japanese columns moving 
west from Lamon Bay, the northernmost, 
which had landed at Mauban, was the 
weaker, its mission the less important. This 
force, led by Colonel Tsunehiro, was nu- 
merically small, about the size of a battalion 
combat team, and consisted of the 2d Bat- 
talion, 20th Infantry, supported by a battery 
of the 22d Field Artillery. Unless it was 
allowed to advance entirely unchecked, 
Tsunehiro's force could have no decisive 
effect on the outcome of the action. Its mis- 
sion was merely to advance along the south 
shore of Laguna de Bay toward Manila. If 
necessary, Tsunehiro could turn south 
shortly after capturing Lucban to aid the 
main force of the 16th Division advancing 
from Atimonan. 6 

Opposing Colonel Tsunehiro was the 1st 
Infantry (less 3d Battalion) of the 1st Regu- 
lar Division (PA), dug in near Sampaloc, 
seven miles west of Mauban. At 0300 on 
Christmas Day it began an unauthorized 
withdrawal toward Lucban, about eight 
miles to the west. General Jones did not 
learn of this move until noon when, as he 
was about to begin his Christmas dinner, 
a motorcycle messenger from the half-track 
patrol of Company C, 194th Tank Bat- 
talion, came in with the news. He immedi- 

5 Interv, author with Jones, 25 Oct 49, OCMH; 
Jones, Diary, p. 11. 

6 In addition to the sources cited below, the ac- 
count of the withdrawal from south Luzon is based 
upon: Jones, Diary, pp. 11—16; MacDonald, Sup- 
plement to Jones Diary, pp. 11—13; Shreve, Diary, 
pp. 9-18; Maj Alfredo M. Santos, CO 1st Inf, The 
1st Regular Div (PA) in Battle of Phil (paper pre- 
pared for School of Logistics, Command and Gen- 
eral Staff College, 7 Jun 47), pp. 32-34; ltr, Col 
Boatwright to Groce, research asst to author, 25 
Mar 49, OCMH; intcrvs, author and Falk with 
Jones, 25 Oct 49, 15 Dec 49, 15 Mar 50, 5 Apr 50, 
and on other occasions; 14th Army Opns, I, 54-55, 
69-70; II, 12; 16th Div Opns, 24 Dec 41-3 Jan 42, 
ATIS Enemy Pub 355, pp. 4-9. 



ately went forward to stop the retreat. 
Meanwhile, the Japanese reached Sampa- 
loc, which they took without opposition. 
From there they pushed on toward the 
barrio of Piis, four miles distant. 

General Jones located the headquarters 
of the 1st Infantry near Luisiana, about six 
miles northwest of Lucban on Route 23. 
Angered by the retreat, he demanded of 
Maj. Ralph E. Rumbold, the senior Ameri- 
can instructor, "just what the devil" he 
meant by pulling back. Rumbold replied 
that he had been ordered to do so by the 
commander of the South Luzon Force, 
"General Parker." Jones thereupon in- 
formed him that he, Jones, now com- 
manded the South Luzon Force, and that 

the 1st Infantry was to establish contact 
with the enemy immediately. 1 With a half- 
track from the lank company General Jones 
set out in his own vehicle ahead of the 1st In- 
fantry to seek a suitable delaying position. 
At about 1 900, near Piis, he met an enemy 
patrol. The Japanese, equipped with ma- 
chine guns, opened fire on Jones's party and 
disabled the half-track. The patrol was 
finally dispersed and Jones returned to the 
1 st Infantry, the half-track crew hiking back 
carrying its machine gun. By this time Rum- 
bold had pushed forward toward Piis but 

: One possible explanation for the confusion was 
the fact that the 1st Infantry had been ordered to 
north Luzon on the night of 23-2+ December by 
USAFFE, and then later, btforc it could move, the 
order had been rescinded, 



had been halted by a combination of rain, 
darkness, and enemy fire. 8 

On his return to the 1st Infantry lines 
late that night General Jones ordered Major 
Rumbold to fight a delaying action until he 
was forced to withdraw. He was to retire 
northwest along Route 23 to a point above 
Luisiana and hold there until further 

The next morning, 26 December, Rum- 
bold ordered the 2d Platoon, Company C, 
194th Tank Battalion, which General Jones 
had attached to the 1st Infantry the previ- 
ous evening, to attack the Japanese in Piis. 
Lt. Robert F. Needham, the platoon leader, 
suggested a reconnaissance first, but was 
told that it would be unnecessary since the 
enemy was understood to have nothing 
larger than .50-caliber machine guns. Ad- 
vancing in column along the narrow road, 
the tanks ran into a strong Japanese road- 
block consisting of antitank guns, 75-mm. 
guns, and several machine guns. The en- 
emy block had been prepared the previous 
evening, after the fight with General Jones's 
half-track, in expectation of an American 
mechanized attack. During the action that 
followed, the platoon's lead and rear tanks 
were knocked out, immobilizing the others 
on the narrow road, and Lieutenant Need- 
ham and his crew in the lead tank killed. 
The surviving tankers managed to escape, 
to drift back finally into the American lines 
at the end of the month. 9 

Deprived of tank support, the 1st Infan- 
try fell back to the junction of the Mauban 
road and Route 23. Here it was joined 
shortly before noon by more than three hun- 

* The general recommended decorations for all 
participants. Miller, Bataan Uncensored, p. 122; 
Prov Tank Gp Rpt of Opns, p. 1 3 . < 

9 Miller, Bataan Uncensored, VP- 1 17-21 ; Weaver, 
Comments on Draft MS, Comment 21, OCMH. 

dred retired Philippine Scouts led by Maj. 
Montgomery McKee, a retired Scout offi- 
cer. These grizzled veterans, trained and 
disciplined by a lifetime in the Scouts, had 
long since served their time. Called on to 
bolster the raw Filipino troops, they as- 
sembled hurriedly near Fort McKinley and, 
in a fleet of taxicabs, rushed to the front. 
General Jones immediately attached them 
to the 1st Infantry and replaced Major 
Rumbold with McKee, their commander. 
These "seasoned, trained men," wrote Col. 
Stuart C. MacDonald, South Luzon Force 
chief of staff, "definitely stiffened the green 
1st Infantry." 10 

Meanwhile, Colonel Tsunehiro had b^en 
advancing along the Mauban road. When 
he reached the road junction where the 1st 
Infantry and the Scouts were dug in, he 
was met by determined resistance. For sev- 
eral hours there was a hard fight; finally at 
about 1400 the defenders were forced to pull 
out and fall back along Route 23 toward 
Luisiana to the northwest. The Japanese 
did not follow immediately but continued 
southwest to Lucban, only a short distance 
away, which they reached at dusk. 

The next morning reports of Japanese 
troop movements northward began to reach 
the 1st Infantry. These reports were ac- 
curate. Minor elements of the 16th Recon- 
naissance Regiment, which had landed at 
Atimonan, had come west and north along 
Route 23 to join Tsunehiro in Lucban about 
noon. The 1st Infantry thereupon continued 
to withdraw that day and the next. Part of 
Tsunehiro's force was pushing northwest 
toward Luisiana along Route 23 and an- 
other column had struck out along an un- 
improved road west of Lucban. The first 
and stronger element entered Luisiana 

10 MacDonald, Supplement to Jones Diary, p. 11. 



about noon of the 28th while the column to 
the west occupied Majayjay at about the 
same time. 

The Japanese advance in two columns 
constituted a real threat to the 1st Infantry. 
If the element to the west pushed on rapidly 
it might reach the south shore of Laguna de 
Bay before the Philippine regulars and cut 
their line of retreat. The 1st Infantry, 
therefore, at 1000 on 28 December, began 
to fall back to Calauan on Route 2 which 
paralleled the south shore of Laguna de Bay. 
Withdrawal to Calauan meant a circuitous 
march of twenty-five miles, first north and 
northwest along Route 23 to Santa Cruz, 
then southwest along Route 21. The regi- 
ment began its march at 1000 on 28 Decem- 
ber, but before it could reach its destina- 
tion and set up defensive positions it was 
directed to proceed to Los Banos, seven 
miles farther along Route 21. From Los 
Banos it was a short distance to Route 1, 
the main road northward to Manila. 11 The 
3d Battalion of the 1st Infantry, stationed 
originally to the north, pulled back at the 
same time to Pililla on the north shore of 
the lake, where it was in position to halt an 
enemy advance to Manila from that 

By 29 December the 1st Infantry, form- 
ing the north flank of the South Luzon 
Force, had withdrawn successfully from 
Mauban on Lamon Bay to Los Banos along 
the south shore of Laguna de Bay, a dis- 
tance of thirty-five miles. It was now in 
position to move quickly around the lake 
and northward past Manila through San 
Fernando, thence to Bataan. 

11 Major Santos asserts that he was ordered to pro- 
ceed without delay to Bataan and that he did so. 
Other evidence indicates that the regiment was not 
ordered to Bataan immediately, but to Los Banos. 
Santos, IstRegDiv (PA), p. 34. 

Withdrawal From Atimonan 

The withdrawal from Atimonan had 
begun at the same time, on Christmas Day, 
as the 1st Infantry's withdrawal from Mau- 
ban and General W ainwright's stand at the 
Agno River. At Atimonan the Japanese had 
landed a force consisting of the 16th Recon- 
naissance Regiment, more than a battalion 
of the 20th Infantry, a comparable force 
from the 22d Field Artillery, almost all of 
the 16th Engineers, and other service units. 
To oppose this Japanese force, which by 
25 December had crossed the mountains 
west of Atimonan and was advancing along 
Route 1 toward Pagbilao, General Jones 
had initially the equivalent of a reinforced 
regiment of infantry. From Col. Virgil N. 
Cordero's 52d Infantry he had the 2d and 
3d Battalions (less one company) ; and 
from Col. John R. Boatwright's 53d Infan- 
try, the 1st Battalion. A detachment from 
Lt. Col. David S. Babcock's 2d Provisional 
Group of SPM's was in support. Only 
Cordero's men were in contact with the 
enemy along Route 1 , 12 

Pagbilao, fifteen miles inland from Ati- 
monan on Route 1 and the immediate Japa- 
nese objective, is an important road junc- 
tion in south Luzon. From there a road leads 
northwest to Tayabas, about seven miles 
away, where it joins Route 23, along which 
the 1st Infantry, farther north, was with- 
drawing. Route 1 turns southwest at Pag- 
bilao to join that village with Lucena. The 
road then changes direction sharply to 
travel northwest to meet the road linking 
Tayabas with Sariaya. Route 1 then con- 
tinues west through Sariaya and Candelaria 

13 Jones states in his diary, pages 11-12, that the 
155-ram. GPF's were in support here, but these guns 
were actually to the west, according to Colonel 
Shreve. Shreve, Diary, pp. 9-13, OCMH. 



to Tiaong, where it turns north toward 
Manila. Tayabas and Lucena are linked 
by the southern portion of Route 23. The 
road net between Pagbilao and Sariaya is 
shaped like a kite, with its tail ( Route 1 ) 
stretching eastward to Atimonan. Before 
Pagbilao, flowing due south, is the Palsa- 
bangon River, intersecting Route 1 about 
3,000 yards east of the village. 

On Christmas Day Colonel Cordero's 
5 2d Infantry was ordered to hold the 
Pagbilao-Tayabas road, and Colonel Boat- 
wright's one battalion of the 53d was posted 
on the east shore of the Palsabangon River 
to cover the east-west road and Cordero's 
line of retreat. When the Japanese reached 
the river they were halted briefly by Boat- 
wright's 53d Infantry troops to permit final 
preparations for the demolition of the bridge 
and the crossing of Cordero's men. The last 
5 2d Infantry troops crossed under enemy 
fire and the bridge was blown almost in the 
face of the pursuing Japanese. Colonel 
Cordero continued through the 53d In- 
fantry lines to positions about 2,000 yards 
northwest of Pagbilao, along the Tayabas 
road. Boatwright remained at the river line 
to oppose the expected Japanese crossing. 

The Japanese were held up only briefly 
at the Palsabangon River. During the after- 
noon, they forced a crossing and established 
a bridgehead on the west bank of the river. 
Colonel Boatwright's battalion withdrew 
quickly along Route 1 through Pagbilao. 
The Japanese who had forced the crossing, 
the 16th Reconnaissance Regiment, rein- 
forced, did not pursue Boatwright but 
turned northwest toward Tayabas instead to 
follow Cordero's 5 2d Infantry. The pursuit 
of the 53 d Infantry along Route 1 fell to 
the 3d Battalion, 20th Infantry, which had 
crossed the Palsabangon behind the 16th 
Reconnaissance. By evening of the 25th the 

Japanese were in possession of Pagbilao and 
in full pursuit of the two American columns 
withdrawing rapidly toward Tayabas and 

The Japanese were too close for comfort. 
To cover the retirement of the 52d and 53d 
Infantry, General Jones hurriedly made 
new dispositions the next day. He pulled 
back the 3d Battalion, 53d Infantry, from 
its position on beach defense along Tayabas 
Bay and attached it to the provisional in- 
fantry battalion formed earlier from the 51st 
Field Artillery (less two batteries). This 
unit, led by Col. Hamilton F. Searight, 
Jones further strengthened by attaching a 
platoon of Company C, 194th Tank Bat- 
talion. He then ordered Searight to dig in 
along Route 1 at the eastern edge of Sariaya 
and to hold there until the troops of the two 
infantry regiments moving back from Taya- 
bas and Lucena passed through his lines. 

The two Japanese columns, meanwhile, 
were pushing forward determinedly. Along 
Route 1, the 3d Battalion, 20th Infantry, 
followed Boatwright's battalion, which 
passed through Lucena early on the 26th 
to reach Sariaya about 1530 that afternoon. 
The Japanese battalion, which had had a 
late start, did not enter Lucena until 2100 
that night. To the northwest Colonel Cor- 
dero's 5 2d Infantry pulled back through 
Tayabas early in the morning, then turned 
southwest toward Sariaya, blowing bridges 
as it retired. The regiment passed through 
Searight's lines that evening, some hours 
after the 53d Infantry. The 16th Recon- 
naissance, delayed by obstacles and blown 
bridges, reached Tayabas at 1600. From 
there it sent forward a patrol northward 
along Route 23 to establish contact with 
Colonel Tsunehiro's force nearing Lucban. 
By nightfall of the 26th General Morioka 
held the entire area east of Sariaya, with its 



important network of roads, and was in 
position to drive west along Route 1 or north 
on Route 23. 

General Jones's position, while far from 
desperate, was not favorable. Unlike Wain- 
wright in the north, who by evening of the 
26th was on the D-3 line, he had no phase 
lines or previously reconnoitered positions 
to fall back to. In the absence of these, he 
improvised a system of delaying positions. 
Along terrain favorable to defense, he set up 
his front lines. To the rear he established a 
secondary line, behind whatever obstacles 
the terrain offered. Since it was practically 
impossible, as one staff officer noted, "to 
rally our troops . . . without a consider- 
able lapse of time" after a line had been hit 
hard, the stragglers from the front lines were 
collected at the secondary line, re-formed, 
and put into position along a third line. 13 
To make matters more difficult and confus- 
ing, the units became so mixed during the 
withdrawal that it was practically impossible 
to call them by their proper designations. 
They were identified instead, in the Japa- 
nese manner, by their commander's name. 
"Our tactics," observed Colonel Shreve in 
his diary, "have been unique." 14 

The evacuation of supplies and equip- 
ment proved as difficult in south Luzon as it 
did in the north, and for the same reasons. 
The quartermaster supply depot at Los 
Banos was never evacuated, probably be- 
cause of the shortage of transportation. 
Eventually, division trains moving through 
Los Banos picked up all the supplies they 
could carry; the remainder was reported 
destroyed. The shipment to Bataan of the 
six 155-mm. GPF's, emplaced along the 

13 Shreve, Diary, p. 15. 

14 Ibid. 

west coast, proved extremely difficult. 
USAFFE's order directing that the prime 
movers, 10-ton tractors, be sent to Bataan 
left the GPF's without transportation. 
Finally, by changes in orders and desperate 
improvisations, the 155's were moved out 
of position. By the evening of the 26th, they 
were on their way to Bataan. 15 

At 1900 on 26 December General Jones 
established his forward command post at 
Candelaria, seven miles west of Sariaya, on 
Route 1 . Here he organized his first line of 
defense. Along the two rivers which brack- 
eted the town on the east and west, Jones 
posted Colonel Boatwright's 53d Infantry 
(less 3d Battalion). The main line of re- 
sistance was established along the river west 
of the city, with an outpost line on the river 
to the east. The bridges over both rivers 
were prepared for destruction. At the same 
time, General Jones set up a secondary line 
six miles behind Candelaria, at Lusacan, 
with Colonel Cordero's 52d Infantry. 
Troops of the 53d Infantry would fall back 
through Cordero's line when they withdrew 
from Candelaria. 

With two lines across the enemy's route 
of advance, Jones pulled Searight back from 
Sariaya to Tiaong, about 3,000 yards west 
of Lusacan, where Route 1 turns north to- 
ward Laguna de Bay. Searight broke con- 
tact with the enemy at 0100 on the 27th, 
his troops moving to the rear in buses. 

General Morioka, meanwhile, had con- 
centrated his forces at Lucena, sending the 
16th Reconnaissance Regiment in pursuit 
of the retreating South Luzon Force. The 
destruction of the four large bridges be- 

15 QM Rpt of Opns, p. 22. Shreve's original or- 
ders had been to destroy the guns, but he was de- 
termined to get them out "by hook or crook." Shreve, 
Diary, p. 9. 



CAMOUFLAGED 155-MM. GUN M1917 (GPF), towed by a 1 0-ton tractor. 

tween Tayabas and Sariaya held up the 
vehicles, and the reconnaissance regiment 
was forced to advance toward Candelaria 
on foot. On the afternoon of the 27 th the 
Japanese finally reached the town and broke 
through the outpost line. Passing through 
the town quickly, they hit the main line of 
resistance about dusk. The Filipinos, failing 
to recognize their own troops falling back 
before the advancing Japanese, opened fire 
on their comrades. Fortunately, little dam- 
age was done and few lives lost. Behind the 
retreating troops came the Japanese. De- 
spite determined opposition, they forced a 
crossing of the river and by 2030 of the 27th 
the 53d Infantry (less 3d Battalion) was in 
full retreat. On General Jones's orders, 
Colonel Boat wright's troops continued on 
to the rear for much needed rest and reor- 

ganization, and the following day moved 
out of southern Luzon to Bataan. 16 

The Japanese did not stop at Candelaria. 
Pushing ahead aggressively, they reached 
Lusacan, six miles away, on the morning of 
the 28th. Here they ran into Colonel Cor- 
dero's 5 2d Infantry, deployed along the 
secondary line of defense. The Japanese 
were able to outflank Cordero's position 
quickly and at 0915 the American comman- 
der abandoned his position and retired 
toward Tiaong. 

The American position at Tiaong, guard- 
ing the defile through which Route 1 led 
north, was a strong one. Protected on both 
flanks by high ground, it was ideal for a 
prolonged stand, and General Jones decided 

"Capt William Cmnmings, 53d Infantry (PA), 
pp. 3^1, Chunn Notebooks. 



that he would make a determined effort to 
hold here. In the line he placed about four 
battalions of infantry, a battery of field ar- 
tillery, and all his tanks and self-propelled 
artillery. The SPM's were deployed so as to 
provide direct support for the infantry, and 
the eight guns of the 51st Artillery were 
placed on high ground to the left of the main 
defenses, enfilading the path of the Japanese 
advance. To secure the rear, Jones withdrew 
the Philippine Scout detachment under 
Major McKee from the 1st Infantry and 
placed it in position about eight miles north 
of Tiaong. The 51st Infantry (less 1st Bat- 
talion) was placed at Lipa, eleven miles to 
the west, in position to cover the approaches 
from that direction. The 2d Philippine Con- 
stabulary Regiment, part of the 1st Constab- 
ulary Brigade, was in general reserve. From 
Santiago, about six miles southwest of Los 
Banos, it could support either the Tiaong 
position or the troops along the lake. 

Despite these elaborate preparations no 
stand was made at Tiaong. By the evening of 
the 28th General MacArthur had appar- 
ently become apprehensive about the right 
flank of Wainwright's North Luzon Force 
which was now on the D-4 line. He there- 
fore ordered General Jones to hurry his 
withdrawal and to get out of South Luzon in 
time to pass safely behind Wainwright's 
lines. The entire South Luzon Force was to 
be across the Calumpit bridges by 0600 of 
the first day of the new year. 

These orders meant the abandonment of 
the strong position at Tiaong, and it was 
with reluctance that Jones, shortly after 
.midnight, 28-29 December, ordered the 
troops there to fall back to Santiago. Col- 
onel Cordero's 5 2d Infantry with a battery 
of the 51st Field Artillery left at 0200, and 
reached the bivouac area north of Santiago 
four hours later. By midnight Cordero was 

on his way to Bataan. The 51st Infantry at 
Lipa also withdrew to Santiago on the 29th 
and then continued north along the lake 
to Alabang where it went into mobile re- 
serve. Brig. Gen. Simeon de Jesus' 1st Con- 
stabulary Brigade (less the 2d Regiment), 
part of the 2d Division formed from the 
Constabulary on the outbreak of war, re- 
lieved the 42d Infantry, still on beach de- 
fense, and took up positions covering Routes 
17 and 25 leading into Manila. The 42d 
Infantry withdrew by bus to Bataan. That 
night South Luzon Force headquarters 
moved to Fort McKinley. 17 

By evening of 29 December the South 
Luzon Force stood in position at Santiago, 
with flank guards at Los Banos and on 
Routes 17 and 25, and a mobile reserve at 
Alabang to the north. Approximately half 
of the 51st Division was already on its way 
to Bataan. The rest of the South Luzon 
Force was ready to follow. To the south the 
van of the Japanese forces, the 16th Recon- 
naissance Regiment, was just entering 

Out of South Luzon 

Not long after the South Luzon Force 
had started hurriedly for Bataan, it was 
halted by orders from the rear echelon head- 
quarters of USAFFE in Manila. About 
1030 of the 30th General Jones was notified 
by Lt. Col. Jesse Traywick, G— 3 of that 
headquarters, that he was to withdraw no 
farther unless forced to do so by enemy 
pressure. 18 Probably the change in orders 
was an attempt to delay the final evacuation 
of Manila, thus gaining time for the transfer 

17 The 1st Brigade (PC) consisted of the 1st and 
2d Philippine Constabulary Regiments. 

,! Ltr, Gen R. J. Marshall to author, 31 Oct 49, 



of additional equipment to Bataan and Cor- 
regidor. Jones, unaware of the situation to 
the north, was puzzled by the new order, 
coming as it did but thirty-six hours after 
the order calling for a top-speed withdrawal. 
But without question and happy for an 
opportunity to meet the enemy, he imme- 
diately made his plans. He went forward to 
Santiago where the bulk of his force was and 
arranged an ambush. The position was an 
excellent one, the force adequate, and time 
sufficient to prepare the trap. Except for a 
few patrols, the Japanese were still around 
Tiaong and Candelaria, consolidating and 
moving up equipment and supplies, the 
last of which had been landed about noon 
of the 28th. Those elements advancing were 
doing so slowly and cautiously. 

Again Jones was to be deprived of his 
chance to pick a fight with the Japanese. 
General Homma's main force of infantry, 
tanks, and artillery in northern Luzon had 
broken through at Cabanatuan and was 
pressing down Route 5. With Wainwright's 
right flank exposed and the North Luzon 
Force "in a very precarious position" there 
was a real possibility that the Japanese 
would succeed in driving a wedge between 
the North and South Luzon Forces. 19 Gen- 
eral MacArthur on Corregidor immediately 
saw the danger to his scheme for withdrawal 
to Bataan and, through his deputy chief of 
staff in Manila, General Marshall, made 
plans to meet the emergency. On the evening 
of the 30th, Marshall telephoned the South 
Luzon Force command post at McKinley 
and spoke to Colonel MacDonald, the chief 
of staff, who took the call in General Jones's 
absence. Marshall directed MacDonald to 
return immediately to the original plan of 
withdrawal so as to clear the Calumpit 
bridges not later than 0600 of 1 January. He 

M USAFFE-USFIP Rpt of Opns, p. 37. 

stressed the importance of covering the 
bridges from the north and east by holding 
Plaridel seven miles to the east and made 
the South Luzon Force responsible for this 
task. When informed that the 51st Infantry 
was "ready to roll" Marshall "seemed quite 
relieved." "Very evidently," wrote Mac- 
Donald, "something very bad had hap- 
pened in NLF, just what the situation is 
there, we still didn't know." 20 

Unable to reach General Jones at 
Santiago, MacDonald issued the necessary 
orders for the withdrawal. The 2d Philip- 
pine Constabulary was returned to General 
de Jesus, the brigade commander, who was 
ordered to relieve all other elements of the 
South Luzon Force and to cover their with- 
drawal. He placed one of his regiments in 
position to block Routes 1 7 and 25, and the 
other to cover Routes 1 and 21. The 1st 
Infantry was now free to continue its with- 
drawal and moved around Manila to 
Bataan. The force at Santiago was ordered 
to fall back through the Constabulary and 
the mobile reserve — 51st Infantry (less 1st 
Battalion) plus a battery of the 51st Field 
Artillery — to proceed immediatley to Plari- 
del to meet General Marshall's requirements 
for more troops in that area. When these 
units had cleared Manila, General de Jesus 
was to pull his brigade back first to Fort 
McKinley and then, on the night of 31 De- 
cember- 1 January, to Bataan, clearing the 
Calumpit bridges by 0600 of New Year's 
Day. 21 

20 MacDonald, Supplement to Jones Diary, pp. 
13—14; Hunt, MacArthur and the War Against 
Japan, pp. 44-45. 

21 The Array Transport Service was prepared to 
ferry the South Luzon Force headquarters from 
Manila or Cavite if the situation demanded, but 
South Luzon Force headquarters was never in- 
formed of this possibility. QM Rpt of Opns, p. 23; 
interv, author with Jones, 5 Apr 50. 



General Jones returned to his command 
post from Santiago as the units began to 
move to their new locations. Unaware as 
yet of the change in orders, the general "was 
astonished to find that the greater part of 
the CP was already on the road to Plaridel," 
and hastened after it. 22 Lt. Col. Arthur L. 
Shreve, the G— 3 and artillery officer, and 
Capt. Arthur G. Christensen, intelligence of- 
ficer, had left McKinley in an old taxi 
shortly before midnight. Stopping in Manila 
for sandwiches, beer, and ice cream, they 
arrived at Plaridel and opened the new com- 
mand post in a schoolhouse at 0400, 3 1 De- 
cember. Colonel Shreve noted in his diary 
that he telephoned Fort McKinley to report, 
"We are set up. Check in to USAFFE and 
wait." 23 

General Jones arrived in Plaridel a short 
time later. After a brief search he found his 
new command post just before daylight. 
He immediately phoned MacDonald and 
instructed him to close the command post 
at McKinley. Captain Christensen went 
forward with a North Luzon Force staff 
officer to learn the exact location of troops 
in the area. 

Many of the 51st Division units cleared 
the Calumpit bridges before dawn of 31 
December, and other elements crossed dur- 
ing the day. The first battalion of the mobile 
reserve, the 51st Infantry, under Lt. Col. 
Loren P. Stewart, arrived at Plaridel at 
0600, and the other battalion came up three 
hours, later. During the morning these two 
51st Infantry battalions were placed in po- 
sition astride Route 5, northeast of Plaridel. 
Colonel Babcock's 75-mm. SPM's were 
placed north of the town to oppose the Jap- 
anese tanks known to be approaching from 

22 MacDonald, Supplement to Jones Diary, p. 14. 

23 Shreve, Diary, p. 17. 

Cabanatuan. About twelve miles south of 
Plaridel, on Route 3, Company C of the 
1 94th Tank Battalion held the road against 
enemy pursuit from the south. Below Ma- 
nila, at Fort McKinley, General de Jesus' 
1st Brigade (PC) was preparing to with- 
draw toward Bataan under cover of dark- 
ness. "Manila," reported General Mac- 
Arthur to the War Department, "will be 
uncovered by nightfall." 24 

The withdrawal of the South Luzon 
Force had been eminently successful. With 
little loss, the Filipino and American troops 
had retreated approximately 140 miles 
through rugged terrain from Lamon Bay 
to Plaridel. Most of the South Luzon Force 
had already gone to Bataan. Although Jones 
had inflicted no major damage on the 
enemy, he had shown great skill in hamper- 
ing Mcrioka's pursuit. After the 28th of 
December the Japanese had been unable to 
maintain contact with the withdrawing 
South Luzon Force. Indeed, on New Year's 
Day, their advance elements were still near 
Santiago and in no position to influence the 
struggle for Luzon. So effective had been 
Jones's destruction of highway and railroad 
bridges that he thought "the South Luzon 
Force could have effectively delayed the 
enemy's advance on Manila for a consider- 
ably longer period had it been necessary." 25 
The correctness of this conclusion is amply 
confirmed by General Morioka, who com- 
plained frequently of his inability to bring 
up armored cars, artillery, and supplies be- 
cause of the destruction of roads and bridges 

24 Rad, MacArthur to TAG, 31 Dec 41, AG 381 
(11-27-41) Far East; Prov Tank Gp Rpt of Opns, 
p. 14 ; ltr, Maj John Curtiss, Jr., To Whom It May 
Concern, 5 Jun 45, written in Manchukuo while 
Curtiss was a prisoner of war. A copy of this letter 
was obtained from General Jones. 

JC Jones, Diary, pp. 17-18. 



and the back-breaking task confronting his 
overworked engineers. 26 

By the last day of the year most of Luzon 
was in the hands of the enemy, but General 
MacArthur's forces were still intact. The 
first part of the double retrograde move- 
ment to Bataan had been successfully ac- 
complished, and the USAFFE commander 
could report to Washington that "the South 
Luzon Force had made firm contact with 
the North Luzon Force in the San Fer- 
nando area." 27 All that now remained to 

2a Morioka reported Japanese casualties from 24 
December through 1 January as 128 killed and 260 
wounded in action. 16th Div Opns, 24 Dec 41-3 
Jan 42, ATIS Enemy Pub 355, p. 1 1 . 

" Rad, MacArthur to Marshall, 1 Jan 42, AG 381 
(11-27-41 Sec 1) Far East. 

complete the withdrawal of the troops east 
of the Pampanga River was the difficult 
maneuver across that river and the move- 
ment north through San Fernando then 
south into Bataan, while the troops along 
the D— 5 line fell back along the roads lead- 
ing into Bataan. It would be a hazardous 
operation, for enemy air and ground forces 
were an ever-growing menace as the area 
of maneuver became smaller. But the great- 
est test, the complicated movement of 
thousands of men and tons of supplies from 
north and south Luzon toward San Fernan- 
do, had gone well. The success of the with- 
drawal would be decided during the next 
few days. 


Holding the Road to Bataan 

On 30 December 1941 the Philippine 
Commonwealth reaffirmed its faith in the 
future with the inauguration of President- 
elect Manuel Quezon at a brief ceremony 
on the island fortress of Corregidor. Across 
the bay, the American and Filipino troops 
were making ready for their last stand be- 
fore withdrawing to Bataan. Despite Que- 
zon's brave inaugural words, the future of 
the nascent republic never appeared darker. 1 

Almost all of the troops on Luzon were 
now north of Manila. The North Luzon 
Force stood on the D-5 line, from Bamban 
to Arayat, in front of San Fernando and the 

road leading into Bataan. (Map 8) Fifteen 
to twenty miles long, this line was the 
shortest of the five defensive lines used by 
General Wainwright's forces. Guarded on 
the left (west) by the steep heights of the 
Zambales Mountains and on the right by the 
rugged 3,367-foot high Mt. Arayat and the 
twenty-mile-long Candaba Swamp, it was 
susceptible only to frontal attack by the 
Japanese force moving south from Tarlac 
along Route 3. 

Ten miles south of Bamban, the west 
anchor of the D-5 line, an unimproved road, 
Route 74, branched off from Route 3 to the 
southwest to give access to Bataan. The 
main road into the peninsula, Route 7, be- 
gan at San Fernando, ten miles farther 

1 Quezon, The Good Fight, pp. 227-35. General 
MacArthur and High Commissioner Sayre also 
spoke briefly and feelingly at the ceremony. Mac- 
Arthur's speech is printed in Hunt, MacArthur and 
the War Against Japan, pp. 48-49. 

south. Troops north and south of San Fer- 
nando would have to pass through that town 
to get to Bataan; only the left elements of 
the troops on the D— 5 line would be able 
to use Route 74. 

General Homma's main striking force 
was not aimed at the D-5 line, but at 
Manila. This force, which had broken 
through at Cabanatuan on the 30th, was 
moving rapidly down Route 5, east of the 
Candaba Swamp. Once it reached Plaridel, 
where a road led westward to Route 3, it 
would be only a short distance east of the 
two bridges at Calumpit. If the Japanese 
secured Plaridel and the bridges quickly 
enough, they would cut off the retreat of 
the troops still south of Calumpit and, by 
gaining a position west of the Pampanga 
River in the rear of the D-5 line, com- 
promise the execution of the withdrawal 
into Bataan. 

General MacArthur had foreseen this 
contingency as soon as the Japanese had 
broken through at Cabanatuan and had 
quickly sent reinforcements from the North 
and South Luzon Forces to hold Plaridel 
and the road to the north as far as Baliuag. 
Defending Plaridel was as essential to 
his plan for withdrawal to Bataan as 
holding the D-5 line. Possession of this 
barrio meant that the Calumpit bridges 
over which the forces east of the Pampanga 
must pass to get to San Fernando were safe. 
The task of the forces on Luzon was, then, 
twofold : to hold in the north along the D-5 
line and on the east at Plaridel. Failure to 


MOUNT ARAYAT, looking west. 

hold long enough at cither point spelled 
the doom of the entire plan. 

The Defense of Calumpit 

For the defense of the Calumpit bridges 
MacArthur placed every unit that could be 
spared east of the Pampanga. From the 
South Luzon Force came the 51st Infantry 
(less 1st Battalion) and the 75-rnm. guns 
of Colonel Babcock's SPM provisional bat- 
talion, both stationed at Plaridel. The 
194th Tank Battalion (less Company C) 
was posted at Apalit, on the west bank of the 
Pampanga two miles above Calumpit, in 
position "to insure the exit" of those forces 
east of the river. If necessary, the tank 
battalion was to move to Bocauc, between 

Manila and Plaridel, to reinforce Company 
C, part of the South Luzon Force, which 
was to hold that barrio "until the extrica- 
tion of North and South Luzon Forces was 
insured," ' At least one company of the 
192d Tank Battalion was in the Plaridel- 
Baliuag area. 

The 91st Division, retreating down 
Route 5 from Cabanatuan, reached Baliuag 
at daybreak of the 31st. It was joined 
shortly by elements of the 71st Division- — 
the 71st Field Artillery and the 71st and 
7 2d Infantry — which had been ordered 
there the night before by General Wain- 
wright. The 71st Division units took up 
positions north of Baliuag and the 91st Di- 
vision went into reserve south of the town. 



Before 1000 Wainwright's headquarters 
warned the two divisions that they would 
have to withdraw from Baliuag in time to 
clear the Calumpit bridges, nine miles 
away, by 0400 the next morning. 3 

At approximately 1000 that morning, 
General Sutherland, MacArthur's chief of 
staff, telephoned Jones, commander of the 
South Luzon Force, and placed him in com- 
mand of all forces east of the Pampanga. 
In effect, this made Jones commander of 
the troops holding the Calumpit bridges. 
Sutherland ordered Jones to hold the 
bridges until the 1st Brigade (PC) had 
passed over and warned him that all troops 
would have to be west of the Pampanga 
River by 0600 of 1 January, for at that 
time the bridges would be blown. Ap- 
parendy General Wainwright was not in- 
formed of the change in command. 4 

The Fight for Plaridel 

The defense of the Baliuag-Plaridel area 
was of the greatest importance. Baliuag, 
a town of rambling houses and nipa huts 
scattered along Route 5 and the north 
bank of the Angat River, commands the 
approaches to Plaridel, six miles to the 
south. Plaridel is located at the intersec- 
tion of Route 5 and several secondary 
roads, two of which extend along opposite 
banks of the Angat River to Route -3 and 
the Calumpit bridges, some eight miles to 
the northwest. The South Luzon Force 

3 NLF and I Corps Rpt of Opns, p. 13; USAFFE- 
USFIP Rpt of Opns, p. 39; ltr, Selleck to Board 
of Officers, 1 Feb 46, sub: Reinstatement of Rank; 
ltr, Col Fowler, CO 71st FA, to author, 30 Apr 49, 
OCMH; Capt Albert W. Erickson, 71st Inf (FA), 
pp. 2-3, and Bentz, 92d Inf (PA), pp. 1-2, both 
in Chunn Notebooks. 

''Jones, Diary, p. 16. These instructions were 
passed on to General d'e Jesus, commander of the 
1st Brigade (PC), for his was the only unit not yet 
in position to clear Calumpit rapidly. 

and those elements of the North Luzon 
Force in the area would have to pass 
through Plaridel and along these secondary 
roads to cross the Calumpit bridges. South 
of Plaridel lay the invader's route to Manila. 

General Tsuchibashi, 48th Division com- 
mander, was fully aware of the importance 
of Calumpit and the Baliuag-Plaridel area. 
On the 30th he had ordered two tank reg- 
iments and a battalion of infantry to ad- 
vance from Cabanatuan to the Angat River 
and cut the route from Manila to San Fer- 
nando. This force, led by Col. Seinosuke 
Sonoda, commander of the 7th Tank Reg- 
iment, and assisted by a company of en- 
gineers to repair roads and bridges, was 
marching unopposed down Route 5 toward 
Plaridel on the night of the 30th. 6 

On the morning of 31 December an ad- 
vance detachment of Colonel Sonoda's 
force reached the outskirts of Baliuag. The 
engineers, protected by tanks, attempted to 
repair the bridge across the stream north of 
the town, but were met by fire from the 
71st Field Artillery. Shortly after, the enemy 
tanks were brought under fire by a platoon 
of Company C, 192d Tank Battalion, 
which lay in concealed positions below the 
stream. The Japanese broke off the action 
and withdrew to the east where they ef- 
fected a crossing around noon. It was at 
this time that the 91st Division left its re- 
serve position below Baliuag and started for 
Bataan, leaving the 71st Division elements 
alone in the town. 6 

5 14-th Army Opns, I, 84; statements of Col Moriji 
Kawagoe, CofS 48th Div, 9 Mar 50, ATIS Doc 
56354 and of Maj Makoto Nakahara, Opns Officer, 
48th Div, 13 Mar 50, ATIS Doc 56372, in Inter- 
rogations of Former Japanese Officers, Mil Hist 
Div, GHQ FEC, II. 

• USAFFE-USFIP Rpt of Opns, p. 39; NLF and 
I Corps Rpt of Opns, p. 13; Prov Tank Gp Rpt of 
Opns, p. 14; ltr, Fowler to author, 30 Apr 49, 



By 1330 the Japanese tanks had reached 
the eastern outskirts of Baliuag and were 
awaiting infantry reinforcements before 
making an all out assault against the town. 
Meanwhile, the 71st Infantry prepared to 
pull out of Baliuag in accordance with 
orders. The two infantry regiments and the 
engineers left in buses around 1400, but the 
artillery regiment remained behind. 7 

At about this time General Wainwright 
arrived at Jones's command post in the 
Plaridel schoolhouse. The North Luzon 
Force commander, unaware of the fact that 
Jones now commanded all troops east of the 
Pampanga, ordered him to take up posi- 
tions for a close-in, perimeter defense of the 
Calumpit bridge. Jones informed Wain- 
wright of his orders from Sutherland and 
explained that he intended to hold the 
enemy at Baliuag rather than at the bridge. 
While Jones and Wainwright were talking, 
General Stevens, 91st Division commander, 
entered the command post, followed a short 
time later by a South Luzon Force staff 
officer who announced that the 71st Divi- 
sion had moved out of Baliuag. Jones then 
ordered Stevens to stop the 71st and put it 
in position west of Plaridel, along the road 
leading to Calumpit. Wainwright left soon 
after for his own command post. 8 

Stevens' efforts to halt the withdrawal of 
the 71st Division infantry elements proved 
futile. By 1500 the main body of Sonoda's 

' USAFFE-USFIP Rpt of Opns, p. 39; ltr, 
Fowler to author, 30 Apr 49. Official reports do 
not record the fact that the 71st Field Artillery 
remained in Baliuag. This fact is established by the 
artillery commander, Colonel Fowler, 

8 General Jones was unaware that the 71st Field 
Artillery was still at Baliuag. Interv, author and 
Falk with Jones, 1 Nov 49 and 6 May 50. See also, 
Jones, Diary, pp. 16-17; NLF and I Corps Rpt 
of Opns, pp. 13-14; USAFFE-USFIP Rpt of Opns, 
p. 39; ltr, Fowler to author, 30 Apr 49, OCMH; 
MacDonald, Supplement to Jones Diary, p. 15. 

mechanized force was standing in front of 
Baliuag and it was perfectly evident that 
the Japanese were massing for an attack. 
Deeply concerned over the effect of an at- 
tack on the untried 51st Infantry, Jones 
ordered two platoons of Company C, 192d 
Tank Battalion, to cross the river and attack 
the enemy concentration at the east end of 
Baliuag. The tanks were to be supported 
by about a half dozen of Colonel Babcock's 
75-mm. SPM's which were to fire on 
Baliuag and its northern approaches when 
the tanks broke off the attack. After a 
hasty reconnaissance, Babcock placed his 
guns on the dry, baked fields a few thousand 
yards west of Baliuag arid sent a forward 
observer to a position 500 yards west of the 
town. For communications with the tanks 
Babcock had a radio-equipped scout car of 
Company C. 

At about 1 700 the tanks of Company C, 
led by Lt. William Gentry, moved out to 
the attack. As the two platoons approached 
the enemy, the covering artillery fire, pre- 
sumably supplied by the 71st Field Artil- 
lery, lifted. A bitter fight ensued. The 
American armor made a shambles of that 
part of Baliuag in Japanese hands. The 
tanks rolled through the streets, firing into 
bahays, smashing through the nipa huts as 
if they were so many toy houses, and scat- 
tering hostile infantry right and left. A brief 
but wild tank-versus-tank action followed. 
In the fading daylight American and Jap- 
anese tanks chased each other up and down 
the narrow streets, while enemy foot sol- 
diers, in a futile gesture, fired small arms 
at the tankers. The SPM's and artillery re- 
mained idle, unable to fire for fear of hitting 
their own tanks. When Company C finally 
broke off the action, it had knocked out 
eight Japanese tanks with little loss to itself. 
As the tanks pulled back, the SPM's and 



artillery opened up on Baliuag and con- 
tinued to fire until 2200 when Fowler and 
Babcock pulled their men back to Plaridel 
and then west across the Pampanga. The 
last of the tanks crossed the Calumpit bridge 
at about 0230 on 1 January. 9 

Holding the unimproved road from Plari- 
del to Calumpit was the untried 51st In- 
fantry. When at 0300 the 1st Brigade 
(PC) cleared the Calumpit bridge General 
Jones sent his chief of staff to Plaridel with 
orders for the 5 1st to withdraw immediately. 
The retirement began at 0400, 1 January. 
Meanwhile, the Japanese had entered Bali- 
uag and were pushing cautiously toward 
Plaridel. At 0400 they were close enough 
to hear the sound of motors as the 51st 
Infantry began to pull out, and immediately 
rushed forward to attack. Firing into the 
truck column the Japanese hit the rear- 
most vehicles but inflicted no damage. 
Lacking motor transportation they were un- 
able to follow. Colonel Stewart pushed 
ahead rapidly and crossed the Pampanga 
with his 51st Infantry at about 0500 on 
the morning of the 1st, the last unit to cross 
the Calumpit bridge. 10 

* The account of this action is based on the fol- 
lowing sources, many of them in conflict with each 
other: Prov Tank Gp Rpt of Opns, p. 14; ltr, 
Weaver to author, 30 Jan 50; Jones, Diary, p. 17; 
interv, author and Falk with Jones, 31 Oct and 
1 Nov 49, 24 Jan 50; ltr, Maj Curtiss (forward 
observer for the 75-mm. SPM's), To Whom It 
May Concern, 5 Jun 45, copy in OCMH; Collier, 
Notebooks, II, 78-80; Lt Col Thomas Dooley, The 
First U.S. Tank Action in World War II (paper 
prepared for Advanced Officers Class No. 1, The 
Armored Force School, 1 May 48), p. 12; ltr, 
Weaver to Wainwright, 20 Nov 45, copy in OCMH ; 
14th Army Opns, I, 84. 

"Jones, Diary, p. 17; 14th Army Opns, I, 84; 
ltr, Col Skerry, NLF Engineer, to Lt Col George A. 
Meidling, 4 Jun 49, Comment 9. Col Skerry's com- 
ments, altogether numbering twenty-one, pertain to 
Chapter II of Combat Engineer Operations, a 
projected volume in the series Engineers of the 

"Blow the Bridges" 

What the Japanese could not accom- 
plish on the ground they might have accom- 
plished with their air force. On 31 Decem- 
ber the highway and railroad bridges span- 
ning the Pampanga at Calumpit presented 
to the Japanese air force the most inviting 
target since Clark Field. Heavily laden 
with dynamite charges for rapid demoli- 
tion and protected by only two gun batter- 
ies of the 200th Coast Artillery (AA), the 
bridges were extremely vulnerable to air 
attack. 11 Indeed, like marriage, in Shaw's 
classic definition, they combined the maxi- 
mum of temptation with the maximum of 

The Japanese failed to take advantage of 
this opportunity for a decisive blow from 
the air. The 48th Division urged that the 
Calumpit bridges be bombed and there 
were heated discussions over this question, 
but the view of Col. Monjiro Akiyama, Mth 
Army air officer, that the destruction of the 
bridges would prove of little value, pre- 
vailed. The Mth Army's order of the 30th, 
therefore, directed the 5th Air Group simply 
to attack the retreating enemy and to make 
an effort to destroy the bridges west of Lu- 
bao, just above the base of the Bataan 
peninsula. 12 

Even with this limited mission, the Japa- 
nese air forces made only a desultory effort. 
Col. Harry A. Skerry, the North Luzon 

Southwest Pacific 1941-1945. These comments 
were sent to the author by Colonel Skerry and are 
on file in OCMH. They are hereafter cited as 
Skerry, Comments on Engineer Hist, with appro- 
priate number. 

11 Interv, author with Gen Sage, 28 Feb 51; 
USAFFE-USFIP Rpt of Opns, p. 39. 

n Statements of Cols Kawagoe, CofS, 48th Div, 
and Akiyama, in Statements of Japanese Officials 
on World War II, GHQ FEC, Mil Intel Sec, I, 
19,11, 134. 



CALUMPIT BRIDGES .■spanning the Pampanga River. 

Force engineer and the man directly re- 
sponsible for blowing the bridges, later 
wrote that he was "amazed" by the "weak 
air efforts" the Japanese made and "the few 
planes seen in the sky, despite the previous 
almost total destruction of our air force and 
the resulting enemy air superiority." 13 

At about 0500 on New Year's Day, as 
the 51st Infantry cleared the Calumpit 
bridge, General Wainwright asked Generals 
Jones, Stevens, and Weaver if all their units 
were safely across. He received affirmative 

11 Skerry, Comments on Engineer Hist, No, 9, p. 
5; intcrrog of Lt Co) Hikaru Haba, Intel Officer, 
1 4th Army, Apr 47, Interrogations of Former Japa- 
nese Officers, Mil Hist Div, GHQ FEC, I. 

The account of the blowing of the bridge is based 
on Colonel Skerry's Commrnt 9: Wainwright, Gen- 
era/ Wainwright' s Story, p. 44; and intcrv, author 
with Jones and Sage, 28 Feb 51 . 

replies from these three, but Colonel Skerry 
pointed out that a platoon of demolition en- 
gineers under Lt. Col. Narcisco L. Man- 
zano (PS) was still on the road south of 
Calumpit. Nothing had been heard from 
Manzano since the previous noon, and 
Colonel Skerry requested that destruction 
of the bridges be delayed as long as the tac- 
tical situation permitted, to enable Man- 
zano's group to escape. Wainwright as- 
sented, but all final preparations for demo- 
lition were made and orders were issued to 
fire the charges at 0600. 

It was still dark. There was no Japanese 
air bombardment or artillery fire, but from 
the south came the sounds of rifle fire. The 
nervous Filipino troops fidgeted in their po- 
sitions and stared apprehensively across the 
river. At 0545, when there was still no sign 



of Manzano's detachment, Wainwright ex- 
tended the time for blowing the bridges to 

As dawn broke, the noise of enemy rifle 
fire from the south increased. General 
Wainwright, unaware that the main Jap- 
anese force was pushing toward Manila 
and that less than a regiment had been sent 
toward Calumpit, believed that this fire 
presaged a major Japanese effort to cross 
the Pampanga. Blowing the bridges would 
place the deep, unfordable river squarely in 
the path of the advancing enemy and give 
the Bataan forces time to prepare for de- 
fense. Wainwright then made his decision ; 
Manzano and his men would have to reach 
Bataan by other routes. He turned to his 
engineer. "Skerry," he said, "we cannot 
wait any longer. Blow the bridges." 

The covering force withdrew to a safe 
distance, the explosives were checked, and 
at 0615 the charges were detonated. The 
air was filled with a roar and a rushing 
noise, a flash lit up the sky, and the Calum- 
pit bridges disappeared in a mass of falling 
debris. In front of the defenders flowed the 
deep Pampanga; to their rear lay San Fer- 
nando, where the road to Bataan began. 

The D—5 Line: Bamban—Arayat 

By the first day of the new year the bulk 
of the American and Filipino forces had 
escaped from the enemy pincer movement 
designed to trap them on the plain before 
Manila. Calumpit had been passed suc- 
cessfully and the troops from the south had 
side-stepped the Japanese and withdrawn 
in good order across the Pampanga. Mac- 
Arthur's men no longer faced the -main 
strength of Homma's 14th Army, which was 
pushing rapidly toward Manila. 

San Fernando, nine miles north of Cal- 
umpit, was as vital to the successful comple- 
tion of the plan of withdrawal as Plaridel. 
Not only did the South Luzon Force have 
to pass through it before turning southwest 
to Bataan, but almost the entire North 
Luzon Force would funnel through that 
town also. 

Thirty-five miles northwest of Manila, 
and strategically second in importance only 
to the capital, San Fernando is an important 
road and rail junction. It is there that Route 
7, the main road to Bataan, joins Route 3. 
The troops from Calumpit would have to 
travel northward along Route 3 to reach 
San Fernando ; those on the D-5 line would 
withdraw south along this road and Route 
10. At San Fernando both groups would 
pick up Route 7 for the final lap of their 
journey to Bataan. 

The 21st Division on the west flank of the 
D-5 line was the only unit which could es- 
cape into Bataan without going through San 
Fernando. At Angeles, midway between 
Bamban and San Fernando, it would leave 
Route 3 and follow Route 74 to Bataan. All 
other units north and south of San Fernando 
would reach Bataan via San Fernando and 
Route 7. 

Even if the enemy did not impede the 
march to Bataan, the roads over which 
the tired soldiers must travel to reach the 
peninsula would present many obstacles. 
From Calumpit north to San Fernando, 
and from there south to Bataan, the road 
was packed with a "solid stream of traffic," 
military and civilian. 14 Vehicles of all 
types — cars, buses, trucks, artillery, and 
tanks — filled the center of the road. In some 
places, there were stretches of several miles 

" Collier, Notebooks, I, 73-74. 


SAN FERNANDO, looking northwest. Route 3 from Galumph runs diagonally 
through the photograph; Route 7 leading to Balaan is in upper lejt. Zambales 
Mountains are visible in background. 

where the vehicles were lined up almost 
bumper to bumper. On each side was an 
endless line of pedestrians, mostly civilians 
fleeing from the invading army. 

The enemy air force could hardly be ex- 
pected to overlook so obvious and inviting 
a target on their way to other, more im- 
portant military missions. The primary 
objective of the thirty-two light bombers of 
the 5th Air Group that day was ammuni- 
tion dumps, but the Japanese pilots reported 
that they also dive-bombed American ve- 
hicles and "motorized units." 15 Colonel 
Collier noted that "hostile bombers, with 
the rising sun glistening on wing tips, flying 
at low and high altitudes, crossed and re- 

» 3th Air G>Opn 3 ,p. *3. 

crossed the road." M But he saw no dive- 
bombing or strafing attacks. "Had the 
bombers struck the jammed columns with 
bombs and strafing," he wrote } "our with- 
drawal into Bataan would certainly have 
been seriously crippled." 17 

Since 30 December General Homma had 
been strengthening his forces in front of the 
D-5 line. By New Year's Eve he had on 
Route 3, in and around Tarlac, the entire 
9th Infantry Regiment, the Kanno Detach- 
ment {3d Battalion, 2d Formosa ) , 8th Field 
Artillery (less one battalion), two batteries 
of the 22d Field Artillery, and a battalion 
of the 48th Mountain Artiltery. The mis- 

11 Collier, Notebooks, I, 74. 
"Ibid., 76. 



sion of this force was to drive south toward 
Bataan. 18 

Along the D-5 line stood two Philippine 
Army divisions, the 11th on the right and 
the 21st on the left. Between the high 
ground on each end of the line the ter- 
rain was flat, the vegetation consisting of 
cane fields and uncultivated grassland. As 
the troops reached this position they began 
to clear fields of fire and, when they could 
get the wire, erect barbed-wire entangle- 
ments. 19 

The 21st Division held the left (west) 
portion of the flatlands along the south bank 
of the Bamban River from the Magalang- 
Concepcion road to the Zambales Moun- 
tains. 'On the right was the 22d Infantry; 
to its left was the 21st Infantry, with the 3d 
Battalion on the right and the 2d Battalion 
on the left. Along the front, between the 
two battalions, were two high multiple- 
span steel bridges (one railroad and one 
highway) fording the Bamban River. The 
engineers had destroyed both bridges, but 
the river, practically dry at this season of 
the year, presented no obstacle to advancing 
infantry and only a slight one to vehicles. 
To strengthen the river line, therefore, 
Company C, 23d Infantry, was posted on 
the high ground north of the Bamban River 
and west of Route 3, in position to domi- 
nate the road and railroad south of the 
town. The 21st Field Artillery was in gen- 
eral support. 20 

The wisdom of placing Company C in 
this position was soon confirmed. At about 

,s 14th Army Opns, I, 64, 71-72. 

151 Mallonee, Comments on Draft MS, 8 Jan 52, 
OGMH; ltr, Townsend to Ward, 8 Jan 52, OCMH; 
Central Luzon, Allied Geographical Sec (AGS) 
GHQ SWPA, Terrain Study 94, I, 48; Skerry, 
NLF Engineer Rpt of Opns, p. 9. 

"Brief Hist of 22d Inf (PA), p. 2; Mallonee, 
Bataan Diary, I, 106; O'Day, 21stDiv (PA), II, 14. 

0130 New Year's Day, a Japanese force 
mounted on bicycles and estimated as of 
company size was observed pedaling down 
the road from Bamban toward the de- 
stroyed bridge between the 2d and 3d Bat- 
talions, 21st Infantry. The enemy troops 
were part of the Kanno Detachment, which 
had been caught in the open by American 
tanks at Zaragoza two days earlier. Their 
reception at Bamban was no less warm. 
As the Japanese cyclists advanced along the 
short stretch of road paralleling the river 
east of the bridge, Company C delivered a 
punishing fire in their midst. After some 
minutes of confusion and milling about, the 
surprised and badly hit Japanese force re- 
treated, having suffered thirty-five casual- 
ties. Company C gained an assortment of 
bicycles, swords, and miscellaneous equip- 
ment, as well as a wounded Japanese non- 
com. Since he spoke no English and no one 
present understood Japanese, he proved 
useless as a source of information. By the 
time he had been evacuated to the rear he 
had died of his wounds. 21 

By 0900 the remainder of the Kanno 
Detachment had reached Bamban. The 
infantry soon began an attack against the 
river line and Company C; the artillery 
joined in the action about noon. That 
afternoon the fighting was brisk, with heavy 
shelling on both sides and with Japanese 
aircraft participating in the action. But 
all efforts by the Japanese to cross the river 
met with failure and Company C was still 
in position late in the day. 

At division headquarters reports of Jap- 
anese troop movements south from Tarlac 

21 The account of 2 1 st Division operations at 
Bamban is based upon O'Day, 21st Div (PA), II, 
15; Brief Hist of 22d Inf (PA), p. 4; Opns of 21st 
Inf (PA), p. 2; Richards, Steps to a POW Camp, 
pp. 7-8; 14th Army Opns, I, 65 84; ltr, O'Day to 
Ward, 14 Jan 52, OCMH. 



to Bamban had been received earlier in the 
day, one scout noting "that one oi our own 
tanks was being driven around Tarlac to 
the hilarity of the enemy troops." 22 These 
reports were accurate. The 9th Infantry 
and supporting troops were moving for- 
ward to reinforce the Kanno Detachment. 
As the Japanese came within artillery range 
they were brought under fire by guns of 
the 21st Field Artillery. Although suffer- 
ing losses in personnel and equipment, the 
9th Infantry hy 1600 had joined the Kanno 
Detachment on the north bank of the river. 

But the Japanese for some inexplicable 
reason failed to attempt a crossing. At 
nightfall the 21st Division began to move 
out, Company C wading the shallow Bam- 
ban to rejoin the division. The entire divi- 
sion withdrew down Route 3 to Angeles, 
then turned southwest along Route 74 to 
Porac. The enemy followed cautiously and 
it was not until 1130 of the 2d that the 
Kanno Detachment reached Angeles. The 
Japanese now had possession of the Clark 
Field area. 

It was now the turn of the 1 1th Division 
to extricate itself and withdraw into Bataan. 
This division had recently been strength- 
ened by the return from the Cagayan valley 
of about 1,000 of its men, drawn largely 
from the 12th and 13th Infantry Regi- 
ments. Its sector of the D-5 line extended 
from the Magalang-Concepcion road east- 
ward to the Pampanga River. On the right 
(east) was the reorganized 12th Infantry, 
holding a front from Mt. Arayat to the 
Pampanga River and the town of Arayat. 
It was in position to guard against an un- 
expected Japanese advance toward San 

" O'Day, 21st Div (PA), II, 15. 

Fernando along Route 10, which connected 
Gapan on Route 5 with that town. 

The western portion of the 1 1th Division 
line, from the Magalang road to Mt. Arayat, 
was held by the 11th Infantry under the 
command of Col. Glen R. Townsend, who 
had led the Cagayan valley force. At Maga- 
lang a north-south road from Concepcion 
branched off, one section leading to An- 
geles on Route 3 and another to Mexico, 
a few miles northeast of San Fernando. 
The 2d Battalion, 1 1 th Infantry, was posted 
across the Magalang road, a few miles north 
of the town and directly in the path of a 
Japanese advance from Concepcion. The 
3d Battalion extended the line east to the 
mountains, and the 1st Battalion, recover- 
ing from its hard fight at Zaragoza on the 
30th, was in reserve. 23 

Early on 1 January General Brougher, 
the division commander, ordered Colonel 
Townsend to withdraw his 11th Infantry, 
starting at 2000 that day. The regiment 
was to retire along the Magalang road 
through Mexico and San Fernando to 
Guagua, about fifteen miles from Bataan. 

While the 1 1th Infantry was preparing to 
move, an enemy force estimated as a rein- 
forced battalion of infantry with artillery 
support was pushing south along the Maga- 
lang road from Concepcion. At 1630 this 
Japanese force attacked Townsend's line. 
Maj. Helmert J. Duisterhof's 2d Battalion, 
composed of Igorot troops, bore the brunt 
of the assault. Despite repeated attacks, the 
Igorots, supported by two 75-mm. SPM 

13 NLF and I Corps Rpt of Opns, p. 12; Town- 
send, Defense of Phil, OCMH; 11th Inf (PA), 
Beach Defense and Delaying Action, pp. 21-22, 
OCMH; Capt Liles, 12th Inf (PA), p. 13, Chunn 



guns, held firm, inflicting heavy losses on 
the enemy. A Japanese attempt to outflank 
the 1 1th Infantry line by pushing elements 
through dense fields of sugar cane met with 
failure. At 2000, the appointed hour, the 
1 1 th Infantry broke contact and began its 
withdrawal, passing through the 194th 
Tank Battalion in position east of San Fer- 
nando. By 0200 of the 2d the regiment had 
reached Guagua. During the night it was 
joined by the 12th Infantry and remaining 
elements of the 13th Infantry. 24 With the 
successful withdrawal of the 1 1th Division, 
the troops on the D— 5 line had made good 
their escape through San Fernando. Mean- 
while the remaining troops south of that 
town were doing the same. 

Escape Through San Fernando 

The blast that destroyed the Calumpit 
bridges in the early hours of 1 January 
signaled the end of the South Luzon Force. 
Its mission completed, the force moved on 
to Bataan where General Jones rejoined 
the 51st Division. At the same time Gen- 
eral Stevens of the 91st Division and Gen- 
eral Weaver, commander of the tank group, 
went on to San Fernando to join their 
units. 26 

When the debris had stopped falling at 
the Pampanga crossing, the covering force 
of 71st and 91st Division elements, ori- 
ginally organized by Stevens; returned to 
its positions along the river bank. A sec- 
ond force, the 3d Battalion of the 23d In- 

*Ltr, Townsend to Ward, 8 Jan 52, OCMH; 
O'Day, 21st Div (PA), II, 15. See also Itr, Col 
Miller to Ward, 31 Dec 51, OCMH. There is no 
Japanese confirmation of this action. 

M Jones, Diary, p. 17; Skerry, Comments on En- 
gineer Hist, No. 9, p. 10; Miller, Bataan Uncen- 
sored, pp. 122-23. 

fantry, with a battery of the 21st Field 
Artillery, moved into position near Apalit, 
about 4,000 yards to the north on the west 
bank of the Pampanga. The mission of 
this battalion, led by Maj. Charles A. Mc- 
Laughlin, was to "assist in delaying the 
enemy advance on San Fernando," by pre- 
venting a hostile crossing before 2000. In 
support of both forces was the tank group, 
posted just below San Fernando. 26 

Late on the morning of 1 January the 
Japanese reached Calumpit. The Tanaka 
Detachment (2d Formosa, less 3d Battalion, 
and a battalion of the 48th Mountain Artil- 
lery) had moved cautiously from Plaridel 
during the night and now faced the cover- 
ing force across the wide, unfordable Pam- 
panga. The sight of the Japanese at such 
close proximity was extremely disconcerting 
to the poorly trained Filipino troops. Their 
nervousness was increased by the sight of 
the Japanese bombers which passed over- 
head that morning on their way to bomb 
installations on Bataan. 

During the day the Japanese made nu- 
merous attempts to push a force across the 
swiftly flowing Pampanga, but to no avail. 27 
The covering force on the river line pulled 
out for San Fernando during the afternoon, 
followed that evening by McLaughlin's bat- 
talion. The remnants of the 71st and 91st 
Divisions which constituted the first of these 
forces were "so badly disorganized and in 
need of equipment" that they were sent di- 
rectly to Bataan. McLaughlin's battalion 

M NLF and I Corps Rpt of Opns, p. 14; Skerry, 
Comments on Engineer Hist, No. 9, p. 10; ltr, 
McLaughlin to author, 14 Jun 49, OCMH; 
Mallonee, Bataan Diary, I, 113; O'Day, 21st Div 
(PA), II, 6. 

27 NLF and I Corps Rpt of Opns, p. 14, 14th 
Army Opns, I, 65, 84; USA vs. Homma, p. 3055, 
testimony of Homma. 



rejoined the 21st Division at Porac on the 
morning of 2 January. The last elements 
to pass through San Fernando were the 
tanks. Reaching the town at 0200 on the 
2d, after all the others had left, they found 
it to be "truly a ghost town." The tankers 
gave the order to blow the bridge across the 
San Fernando River and in the darkness 
moved down Route 7 toward Guagua and 
the American line being formed there. 28 

The Japanese did not cross the Pampanga 
until the afternoon of 2 January when at 
1600 the Tanaka Detachment finally got 
its artillery over the swiftly flowing river. 
Once across, Colonel Tanaka moved for- 
ward rapidly and by 1830 had reached San 
Fernando. There he made contact with 

is NLF and I Corps Rpt of Opns, p. 14; 
Mallonee, Bataan Diary, I, 114; Miller, Bataan 
Uncensored, p. 124; Prov Tank Gp Rpt of Opns, 
p. 15; Dooley, First U. S. Tank Action in World 
War II, p. 13; ltr, Miller to Ward, 31 Dec 51, 

the Kanno Detachment which had pushed 
down Route 3 from Angeles. 29 

In the few days from 30 December 1941 
to 2 January 1942 the North and South Lu- 
zon Forces had completed successfully the 
most complicated and difficult maneuver 
of the campaign thus far. They had held 
at Plaridel and along the D— 5 line. A part 
of the force had crossed the Calumpit 
bridge, marched through San Fernando, 
and down Route 7 toward Bataan. An- 
other part had withdrawn from the D-5 
line, along the flat grassland west of Mt. 
Arayat to Mexico and San Fernando to 
join the others retreating down Route 7. 
The remainder had moved down Route 3 
to Angeles and then along Route 74 to 
Porac. Everywhere the enemy had been 
held and the route of escape kept open un- 
til the last unit was on its way into Bataan. 

28 14th Army Opns, I, 84; USA vs. Homma, p. 
3055, testimony of Homma. 


Into Bataan 

By the first week of January 1942 the 
American and Filipino troops withdraw- 
ing from both ends of Luzon had joined at 
San Fernando and begun the last lap of 
their journey to Bataan. In ten days they 
had retired from Lingayen Gulf and La- 
mon Bay to Guagua and Porac, on the 
two roads leading into Bataan. There they 
had halted and established a line only fif- 
teen miles from the base of the peninsula. 
The longer they could hold, the more time 
would be available to prepare the final 
defenses in Bataan. 

The Guagua— Porac Line 

Along the ten-mile line from Guagua to 
Porac, paralleling the road between the two 
barrios, General Wainwright had placed 
the 11th and 21st Divisions (PA), as well 
as armor and cavalry. (Map 9) On the 
left (west), around Porac, was the 21st 
Division with the 26th Cavalry (PS) to its 
rear, in force reserve. On the east was the 
11th Division, its right flank covered by 
almost impenetrable swamps crisscrossed by 
numerous streams. In support of both di- 
visions was General Weaver's tank group. 

The troops along this line, the best in the 
North Luzon Force, though battle tested 
and protected by mountains on the west and 
swamps on the east, felt exposed and in- 
secure. They were convinced that they 
were opposing the entire Japanese 14th 
Army, estimated, according to Colonel Mal- 

lonee, to number 120,000 men. 1 Actually, 
Japanese strength on Luzon was about half 
that size, and only two reinforced regiments 
with tanks and artillery faced the men on 
the Guagua— Porac line. 

From Cabanatuan, where Homma had 
moved his headquarters on New Year's 
Day, 14th Army issued orders to attack the 
line before Bataan. 2 A force, known as the 
Takahashi Detachment after its com- 
mander, Lt. Col. Katsumi Takahashi, and 
consisting of the 9th Infantry (less two 
companies ) , two batteries of the 22 d Field 
Artillery, and the 8th Field Heavy Artillery 
Regiment (less one battalion) , was to strike 
out from Angeles along Route 74, smash the 
American line at Porac, and go on to seize 
Dinalupihan, an important road junction at 
the entrance to Bataan. To support Taka- 
hashi's drive down Route 74, Homma or- 
dered the 9th Independent Field Heavy 
Artillery Battalion, then approaching Tar- 
lac, to push on to Porac. 

A second force, drawn largely from the 
48th Division, was organized for the drive 
down Route 7 through Guagua to Her- 
mosa, a short distance southeast of Dina- 
lupihan. This force, organized at San Fer- 
nando and led by Colonel Tanaka, was 
composed of the 2d Formosa and a bat- 
talion of the 47th Infantry supported by a 
company of tanks and three battalions of 

1 Mallonee, Bataan Diary, I, 113. This estimate 
came from G-3 USAFFE. 

2 14th Army Opns, I, 66. 

*f Jaftntion-e 

MAP 9 



artillery. Both detachments were to receive 
support from the 5th Air Group, which was 
also to strike at targets on Bataan. The at- 
tack would begin at 0200 on 2 January. 3 
The Japanese expected to smash the de- 
fenses before Bataan easily and to make 
quick work of the "defeated enemy," who, 
in General Morioka's striking phrase, was 
like "a cat entering a sack." 4 General Hom- 
ma fully intended to draw the strings tight 
once the Americans were in the sack, there- 
by bringing the campaign to an early and 
successful conclusion. He was due for a 
painful disappointment. 

The Left Flank 

In the 21st Division sector, just below 
Porac, two regiments stood on the line. On 
the west (left), from the mountains to 
Route 74, was the 21st Infantry, spread 
thin along the entire front. On the right, 
behind the Porac-Guagua road, was the 
2 2d Infantry. The 23d Infantry, organ- 
ized at the start of hostilities, was in reserve 
about five miles to the rear. The division's 
artillery regiment was deployed with its 3d 
Battalion on the left, behind the 21st In- 
fantry, and the 1st Battalion on the right. 
The 2d Battalion was in general support, 
but placed immediately behind the 3d Bat- 
talion which was short one battery. 6 

' Ibid., 64, 71-72, 85 ; 5th Air Gp Opns, p. 41. 

* Interrog of Lt Gen Susumu Morioka, 24 Apr 47, 
Interrogations of Former Japanese Officers, Mil 
Hist Div.GHQ FEG, 1,71. 

5 The account of action on the left flank is based 
upon NLF and I Corps Rpt of Opns, pp. 14-15; 
O'Day, 21st Div (PA), II, 15-20; Mallon6e, Ba- 
taan Diary, I, 114-20, 123-25; Chandler, "26th 
Cavalry (PS) Battles to Glory," Part 2, Armored 
Cavalry Journal (May-June 1947), pp. 12-13; 
Prov Tank Gp Rpt of Opns, p. 15; Brief Hist of 
22d Inf (PA), p. 4; Richards, Steps to a POW 
Camp, pp. 9-12; 14th Army Opns, I, 73, 85. 

Seven miles south of Porac, at San Jose, 
was the force reserve, the 26th Cavalry, 
now partly rested and reorganized after its 
fight in the Lingayen area. Its mission was 
to cover the left flank of the 21st Division 
and extend it westward to the Zambales 
Mountains. Colonel Pierce, the cavalry 
commander, dispatched Troop G, equipped 
with pack radio, forward toward Porac, to 
the left of the 21st Infantry. The rest of 
the regiment he kept in readiness at San 
Jose. The 26th Cavalry was not the only 
unit in San Jose; also there were the 192d 
Tank Battalion and the headquarters of the 
21st Division. The place was so crowded 
that Colonel Mallonee, who wanted to es- 
tablish the command post of the 21st Field 
Artillery there, was forced to choose an- 
other location because "the town was as 
full as the county seat during fair week." 8 

The expected attack against the Guagua— 
Porac line came on the afternoon of 2 
January, when an advance detachment 
from the 9th Infantry coming down Route 
74 hit the 21st Infantry near Porac. 
Although the enemy detachment was small, 
it was able to force back the weakened and 
thinly spread defenders about 2,000 yards 
to the southwest, to the vicinity of Pio. 
Stiffened by the reserve, the regiment finally 
halted the Japanese advance just short of 
the regimental reserve line. Efforts to re- 
store the original line failed, leaving the ar- 
tillery exposed to the enemy infantry, who 
were "about as far from the muzzles as out- 
fielders would play for Babe Ruth if there 
were no fences." 7 

Division headquarters in San Jose imme- 
diately made plans for a counterattack 
using a battalion of the reserve regiment, the 

" Mallonee, Bataan Diary, I, 115. 
'Ibid., 116. 



23d Infantry. But darkness fell before the 
attack could be mounted and the 2d Bat- 
talion, 23d Infantry, the unit selected for the 
counterattack, was ordered to move up at 
dawn and restore the line on the left. When 
the 2d Battalion moved into the line, the 
21st Infantry would regroup to the right, 
thus shortening its front. 

That night the stillness was broken only 
by fire from the Philippine artillery which 
had pulled back about 600 yards. When 
morning came the enemy was gone. Re- 
ports from 21st Infantry patrols, which 
had moved forward unmolested at the first 
sign of light, encouraged division headquar- 
ters to believe that the original main line of 
resistance could be restored without a fight 
and orders were issued for a general ad- 
vance when the 2d Battalion, 23d Infantry, 
tied in with the 21st Infantry. 

American plans for a counterattack 
were premature. The evening before, the 
main force of the Takahashi Detachment 
had left its assembly area midway between 
Bamban and Angeles and marched rapidly 
toward Porac. The 8th Field Heavy Ar- 
tillery Regiment (less one battalion), with 
its 105-mm. guns, had accompanied the 
force and by morning was in position to 
support the infantry attack. Thus, when 
the 2d Battalion, 23d Infantry, began to 
advance it was met first by punishing small- 
arms fire from the infantry, then by fire 
from the 105-mm. guns of the 8th Field Ar- 
tillery. At the same time three Japanese air- 
craft swung low to strafe the road in sup- 
port of the enemy attack. The momentum 
of the advance carried the Japanese below 
Pio, where they were finally stopped. 

When news of the attack reached Gen- 
eral Wainwright's headquarters, the most 
alarming item in the report was the pres- 
ence of Japanese medium artillery, thought 

to be heavy guns, on the left of the Ameri- 
can line. This artillery represented a seri- 
ous threat, and the 21st Division was or- 
dered to "hold the line or die where you 
are." 8 General Capinpin did his best, but 
he had only two battalions of the 23d In- 
fantry, an unseasoned and untrained unit, 
left in reserve. One of these battalions was 
in North Luzon Force reserve and it was 
now ordered to move to the 11th Division 
sector near Guagua where a heavy fight 
was in progress. 

Meanwhile, Colonel Takahashi had 
launched an assault against the 21st In- 
fantry. First the battalion on the left gave 
way and within an hour the reserve line also 
began to crumble. By noon the left flank of 
the 21st Infantry was completely disorgan- 
ized. The right battalion, though still intact, 
fell back also lest it be outflanked. This with- 
drawal exposed the left flank of the 22d 
Infantry on its right. 

Colonel Takahashi lost no time in tak- 
ing advantage of the gap in the American 
line. Elements of the 9th Infantry drove in 
between the two regiments, hitting most 
heavily the 1st Battalion, 22d Infantry, on 
the regimental left. The action which fol- 
lowed was marked by confusion. The noise 
of artillery fire and the black smoke rising 
from the burning cane fields reduced the 
troops to bewildered and frightened men. 
At one time the 21st Infantry staff was 
nearly captured when the onrushing enemy 
broke through to the command post. A 
group of tanks from the 11th Division sec- 
tor, ordered to attack the Japanese line in 
front of the 21st Division, showed a marked 
disinclination to move into the adjoining 
sector without orders from the tank group 
commander. Before the ferocity of the Jap- 

"O'Day, 21st Div (PA), II, 16. 



anese attack the defending infantry line 
melted away. 9 

Had it not been for the artillery the Japa- 
nese attack might well have resulted in a 
complete rout. Fortunately, the 21st Field 
Artillery acted in time to halt Takahashi's 
advance. The 1st Battalion cn the right, 
behind the 22d Infantry, covered the gap 
between the two regiments and fired di- 
rectly against the oncoming Japanese at a 
range of 600-800 yards. The 2d and 3d 
Battalions delivered direct fire up the draw 
leading through Pio. Notwithstanding the 
punishing artillery fire, the 9th Infantry con- 
tinued to attack. For six hours, until dark- 
ness closed in, the left portion of the 21st 
Division line was held by the guns of the 
21st Field Artillery alone, firing at close 
range across open fields. "As attack after 
attack came on, broke, and went back," 
wrote Colonel Mallonee, "I knew what 
Cushing's artillerymen must have felt with 
the muzzles of their guns in the front line 
as the Confederate wave came on and broke 
on the high water mark at Gettysburg." 10 

Quiet settled down on the 21st Division 
front that night. The Takahashi Detach- 
ment, its attack halted by the effective fire 
of the artillery, paused to reorganize and 
take stock of the damage. The next day, 4 
January, there was no action at all on the 
left and only intermittent pressure on the 
right. The Japanese did manage to em- 
place one or two of their 105-mm. guns 
along the high ground to the west and dur- 

"Lt. Grover C. Richards, 21st Infantry (PA), 
states that he was sent to bring the tanks in and 
finally had to walk in front of the lead tank in order 
to get it to advance. Richards, Steps to a POW 
Camp, pp. 9—10. See also Weaver, Comments on 
Draft MS, Comment 22, OCMH. 

" Mallonee, Bataan Diary, I, 120. 

ing the day fired on the rear areas. For- 
tunately, their marksmanship was poor and 
although they made life behind the front 
lines uncomfortable they inflicted no real 

On the afternoon of the 4th, as a re- 
sult of pressure on the 11th Division to the 
east, General Wainwright ordered the 21st 
Division to withdraw under cover of dark- 
ness to the line of the Gumain River, about 
eight miles south of Porac. That night the 
division began to move back after success- 
fully breaking contact with the enemy. De- 
spite the absence of enemy pressure there 
was considerable confusion during the with- 
drawal. By daylight of the 5th, however, the 
troops were across the Gumain where they 
began to prepare for their next stand. Divi- 
sion headquarters, the 23d Infantry, the 
division signal company, and other special 
units were at Dinalupihan, with the 21st 
Field Artillery located just east of the town. 

The Right Flank 

Along the east half of the Guagua- 
Porac line stood the 11th Division (PA). 
The 11th Infantry was on the left, holding 
the Guagua-Porac road as far north as 
Santa Rita. The regiment, in contact with 
the 21st Division on the left only through 
occasional patrols, had three battalions on 
the line. The 2d Battalion was on the left, 
the 1st in the center, and the 3d on the right. 
Next to the 11th was the 13th Infantry, 
which held Guagua and was in position 
across Route 7. Extending the line south- 
east from Guagua to Sexmoan were two 
companies of the 12th Infantry. The 11th 
Field Artillery, for the first time since the 
start of the war, was in support of the di- 


vision. Part of the 194th Tank Battalion 
and Company A of the 192d provided ad- 
ditional support. 11 

The Japanese attack on the right flank 
of the Guagua— Porac line came on 3 Jan- 
uary. Leaving San Fernando at 0400 the 
reinforced Tanaka Detachment had ad- 
vanced cautiously along Route 7. At about 
0930 the point of the Japanese column 
made contact with a platoon of tanks from 
Company C, 194th, posted about 1,000 
yards north of Guagua. Under tank fire 
and confined to the road because of the 
marshy terrain on both sides, the Japanese 
halted to await the arrival of the main 
force. About noon, when the force in front 
became too formidable, the American tanks 
fell back to Guagua. The Japanese con- 
tinued to advance slowly. Forced by the 
nature of the terrain into a frontal assault 
along the main road and slowed down by 
the numerous villages along the line of ad- 
vance, the attack, the Japanese admitted, 
"did not progress as planned." 12 Artillery 
was brought into support and, late in the 
afternoon, the 75-mm. guns opened fire, 
scoring at least one hit on the 1 1th Infantry 
command post. The defending infantry 
were greatly cheered by the sound of their 
own artillery answering the Japanese guns. 
Organized after the start of the war and in- 
adequately trained, the men of the 11th 
Field Artillery, firing from positions at 

u The account of the action around Guagua is 
based on Townsend, Defense of Phil, p. 13; 2d Lt 
James, 11th Inf (PA), p. 8, and Liles, 12th Inf 
(PA), p. 13, both in Chunn Notebooks; 11th Inf 
(PA), Beach Defense and Delaying Action, pp. 22- 
23; Miller, Bataan Uncensored, pp. 124-32; Prov 
Tank Gp Rpt of Opns, pp. 15-16; Dooley, The 
First U.S. Tank Action in World War II, p. 13; 
Mallonee, Bataan Diary, I, 124-25. 

12 14th Army Opns, I, 85. 


Guagua and Santa Rita, made up in en- 
thusiasm what they lacked in skill. 13 

The Japanese artillery fire continued dur- 
ing the night and increased in intensity 
the next morning, 4 January, when a bat- 
talion of 150-mm. howitzers joined in the 
fight. In the early afternoon an enemy 
column spearheaded by tanks of the 7th 
Tank Regiment broke through the 13th 
Infantry line along Route 7 and seized the 
northern portion of Guagua. Another col- 
umn hit the 3d Battalion, 11th Infantry, 
to the left of the 13th, inflicting about 150 
casualties. The two units held on long 
enough, however, for the 1st and 2d Bat- 
talions of the 11th Infantry to pull out. 
They then broke contact and followed the 
two battalions in good order. 1 * 

During this action Company A, 192d 
Tank Battalion, and elements of the 11th 
Division attempted to counterattack by 
striking the flank of the Japanese line be- 
fore Guagua. This move almost ended in 
disaster. The infantry on the line mistook 
the tanks for enemy armor and began drop- 
ping mortar shells on Company A, and Gen- 
eral Weaver, who was in a jeep attempting 
to co-ordinate the tank-infantry attack, was 
almost hit. The mistake was discovered in 
time and no serious damage was done. 

13 11th Inf (PA), Beach Defense and Delaying 
Action, pp. 22-23; Townsend, Defense of Phil, 
p. 13. 

14 The account of this action and those that follow 
are reconstructed from a large number of records 
which present at best a confusing picture. The main 
sources used in this reconstruction. are: NLF and I 
Corps Rpt of Opns, pp. 14-15; Prov Tank Gp Rpt, 
p. 15-16; Miller, Bataan Uncensored, pp. 126-32; 
Rpts of S-2 and S-3, 194th Tank Bn in Diary of 
Col Miller, copy in OCMH; 14th Army Opns, I, 
86; Weaver, Comments on Draft MS, Comments 
22-25, OCMH. 



When news of the Japanese break- 
through at Guagua reached General Wain- 
wright on the afternoon of the 4th he de- 
cided it was time to fall back again. The 
next line was to be south of the Gumain 
River, and orders were issued to the 1 1th, as 
well as the 21st Division, to withdraw to the 
new line that night. 

General Brougher's plan of withdrawal 
called for a retirement along Route 7 
through Guagua and Lubao to the new line. 
The rapid advance of the Tanaka Detach- 
ment through Guagua and down Route 7 
toward Lubao late that afternoon, however, 
cut off this route of retreat of the 1 1th In- 
fantry and other elements on the line. A 
hasty reconnaissance of the area near the 
highway failed to disclose any secondary 
roads or trails suitable for an orderly retire- 
ment. To withdraw cross-country was to in- 
vite wholesale confusion and a possible rout. 
The only course remaining to the cutoff 
units was to traverse a thirty-mile-long, cir- 
cuitous route through San Jose, in the 21st 
Division sector, then down Route 74 to 
Dinalupihan. There the men would turn 
southeast as far as Layac Junction and then 
north along Route 7 to a point where they 
could form a line before the advancing 
Tanaka Detachment. 

That evening, 4 January, the long march 
began. Those elements of the 1 1th Division 
cut off by the Japanese advance, and Com- 
pany A, 1 92d Tank Battalion, reached San 
Jose without interference from the enemy 
but not without adding to the confusion 
already existing in the 21st Division area. 

Meanwhile at San Jose, General 
Brougher, the 1 1th Division commander, 
had collected all the trucks and buses he 
could find and sent them forward to carry 
his men. With this motor transportation, 
the 1 1 th Infantry was able to take up a posi- 

tion along Route 7, between Santa Cruz and 
Lubao, by about 0600 of 5 January. This 
line was about one mile southwest of the 
Gumain River, the position which the divi- 
sion had originally been ordered to occupy. 
Troops arriving on this line found them- 
selves under small-arms fire from the Tana- 
ka Detachment, which had entered Lubao 
the previous evening. 

A short distance north of this line, an out- 
post line had already been established the 
previous afternoon by General Brougher 
with those troops who had been able to 
withdraw down Route 7. The infantry 
troops on this line were from the 12th Inr 
fantry, part of which had pulled back along 
Route 7. Brougher had rounded up about 
two hundred men from the regiment, to- 
gether with the ten guns of the 11th Field 
Artillery and some 75-mm. SPM's, and 
formed a line on Route 7 between Lubao 
and Santa Cruz. For fourteen hours, from 
the afternoon of 4 January to the morning 
of 5 January, these troops under the com- 
mand of Capt. John Primrose formed the 
only line between the enemy and Layac 
Junction, the entrance into Bataan. Early 
on 5 January when the new line was formed 
by the troops who had withdrawn through 
San Jose, Primrose and his men pulled back 
to join the main force of the division. 

The withdrawal of the 1 94th Tank Bat- 
talion from Guagua had been accom- 
plished only after a fierce fight. Colonel 
Miller, the tank commander, had ordered 
the tanks to pull out on the morning of the 
4th. Under constant enemy pressure, the 
tanks began a slow withdrawal, peeling off 
one at a time. Guarding their flank was a 
force consisting of a few tanks of Company 
C, 194th, and some SPM's from Capt. Gor- 
don H. Peck's provisional battalion posted 



at a block along the Sexmoan-Lubao road. 
At about 1600 Peck and Miller had ob- 
served a large enemy force approaching. 
This force, estimated as between 500 and 
800 men, supported by machine guns, mor- 
tars, and artillery, was led by three Fili- 
pinos carrying white flags, presumably un- 
der duress. The tanks and SPM's opened 
fire, cutting the Japanese column to pieces. 
The 1 94th Tank Battalion then left burning 
Guagua and Lubao and moved south to 
positions a mile or two above Santa Cruz. 
The tanks and SPM's at the block covered 
its withdrawal. 

Some time after midnight, between 0200 
and 0300 on 5 January, the covering force 
was hit again, this time by infantry and ar- 
tillery of the Tanaka Detachment. Attack- 
ing in bright moonlight across an open field 
and along the road, the enemy came under 
direct fire from the American guns. Driven 
back with heavy casualties, he attacked 
again and again, and only broke off the 
action about 0500, at the approach of day- 
light. Later in the day the Tanaka Detach- 
ment, seriously depleted by casualties, was 
relieved by Col. Hifumi Imai's 1st For- 
mosa Infantry (less one battalion) to 
which were attached Tanaka's tanks and 

By dawn of 5 January, after two days of 
heavy and confused fighting, the Guagua- 
Porac line had been abandoned and the 
American and Filipino troops had pulled 
back to a new line south and west of the 
Gumain River. The 21st Division on the 
west had retired to a position about eight 
miles below Porac and was digging in along 
the bank of the river; to the east the 11th 
Division had fallen back six miles and stood 
along a line about a mile south of the river. 
But the brief stand on the Guagua— Porac 

line had earned large dividends. The Japa- 
nese had paid dearly for the ground gained 
and had been prevented from reaching their 
objective, the gateway to Bataan. More im- 
portant was the time gained by the troops 
already in Bataan to prepare their positions. 

Behind the Gates 

The only troops remaining between the 
enemy and Bataan — the 11th and 21st 
Divisions, the 26th Cavalry, and the tank 
group — were now formed on their final 
line in front of the peninsula. This line, 
approximately eight miles in front of the 
access road to Bataan and generally along 
the Gumain River, blocked the approach 
to Bataan through Dinalupihan and Layac 

Both Dinalupihan and Layac Junction lie 
along Route 7. This road, the 11th Divi- 
sion's route of withdrawal, extends south- 
west from San Fernando to Layac where it 
joins Route 110, the only road leading into 
Bataan. At Layac, Route 7 turns sharply 
northwest for 2,000 yards to Dinalupihan, 
the southern terminus of Route 74 along 
which the 21st Division was withdrawing. 
Route 7 then continues west across the base 
of the peninsula to Olangapo on Subic Bay, 
then north along the Zambales coast to Lin- 
gayen Gulf, a route of advance the Japa- 
nese had fortunately neglected in favor of 
the central plain which led most directly to 
their objective, Manila. 

Layac Junction, where all the roads to 
Bataan joined, was the key point along the 
route of withdrawal. Through it and over 
the single steel bridge across the Culo River 
just south of the town would have to pass 
the troops converging along Routes 7 and 
74. The successful completion of this move 



would require the most precise timing, and, 
if the enemy attacked, a high order of road 

Through the Layac Bottleneck 

The withdrawal from the Gumain River 
through Layac Junction, although made 
without interference from the enemy, was 
attended by the greatest confusion. On the 
east, where the 1 1th Division was in position 
astride Route 7, there were a few skirmishes 
between patrols on 5 January but no serious 
action. General Brougher had received a 
battalion of the 71st Infantry to strengthen 
his line but the battalion returned to its 
parent unit at the end of the day without 
ever having been engaged with the enemy. 15 

In the 2 1st Division area to the west there 
was much milling about and confusion on 
the 5th. Work on the Gumain River posi- 
tion progressed very slowly during the morn- 
ing, and the troops showed little inclination 
to extend the line eastward to make contact 
with the 1 1th Division. During the day con- 
tradictory or misunderstood orders sent the 
men forward and then pulled them back, 
sometimes simultaneously. Shortly before 
noon General Capinpin, needlessly alarmed 
about the situation on the 11th Division 
front and fearful for the safety of his right 
(east) flank, ordered a withdrawal to a 
point about a mile above Dinalupihan. The 
movement was begun but halted early in 
the afternoon by an order from General 
Wainwright to hold the Gumain River line 
until further orders. 

By midafternoon the division had once 
more formed a line south of the river. 

"llth Inf (PA), Beach Defense and Delaying 
Action, p. 24; ltr, Selleck to Board of Officers, 
1 Feb 46, sub: Statement for Reinstatement of 
Rank, p. 10, OCMH. 

Thinly manned in one place, congested in 
another, the position was poorly organized 
and incapable of withstanding a determined 
assault. In one section, infantry, artillery, 
and tanks were mixed together in complete 
disorder. "Everyone," said Colonel Mal- 
lonee, "was in everyone else's lap and the 
whole thing resembled nothing quite as 
much as the first stages of an old fashioned 
southern political mass meeting and free 
barbecue." 1S 

Fortunately for General Capinpin, the 
Takahashi Detachment on Route 74 did 
not advance below Pio. This failure to ad- 
vance was due to an excess of caution on 
the part of the colonel who, on the 4th, 
had been placed under the 65th Brigade 
for operations on Bataan. 17 It is. entirely 
possible that Japanese caution and lack of 
vigor in pressing home the attack may have 
been due to a mistaken notion of the strength 
of the defending forces and a healthy re- 
spect for American-led Filipino troops. Had 
Takahashi chosen this moment to launch a 
determined attack against the 21st Division 
he would almost certainly have succeeded 
in trapping the forces before Bataan. 

The troops had hardly taken up their 

positions behind the Gumain River when 

General Wainwright issued orders for the 

withdrawal into Bataan through Layac 

Junction, to begin at dark. First to cross 

the bridge ovej: the Culo River below Layac 

would be the 1 1th Division, followed closely 

by the 21st. To cover the withdrawal of 

the 11th, one battalion of the 21st Division 

was to sideslip over in front of the 11th 

Division, while the 26th Cavalry would 

protect the left flank of the 21st during its 

withdrawal. 18 

"Mallonee, Bataan Diary, I, 131. See also pp. 
127-30, and QlDay, 21f t Div (PA), II, 19. 
17 See below JCh. XV] p. 21 . 
ls O'Day, 21st Div (PA), II, 20. 



The execution of such a maneuver seemed 
impossible under the conditions existing 
along the front. The 23d Infantry, in di- 
vision reserve, was already at Dinalupihan 
and Colonel O'Day, senior American in- 
structor in the 21st Division, proposed in- 
stead to place a battalion of this regiment 
astride Route 7 behind the 11th Division. 
General Brougher's troops could then fall 
back through the covering battalion. This 
proposal was accepted, and after consider- 
able difficulty "the equivalent of a bat- 
talion" was placed in position by dark. 19 

When night fell the 11th Division with- 
drew from its positions and moved south- 
west along Route 7 toward Layac Junction 
and the road to Bataan. Soon the town 
was crowded with men and vehicles and as 
the withdrawal continued became a scene 
of "terrible congestion," of marching men, 
trucks, buses, artillery, tanks, horses, and 
large numbers of staff and command cars. 
"It looked," remarked one observer, "like 
the parking lot of the Yale bowl." 20 

At about 2030 Col. John Moran, chief of 
staff of the 1 1th Division, reported that his 
division had cleared Layac and was across 
the Culo bridge. The 21st Division was 
now ordered across. Observing the pas- 
sage of men, Colonel O'Day wrote: "It was 
a painful and tragic sight — our soldiers 
trudging along, carrying inordinate loads of 
equipment and personal effects. Many had 
their loads slung on bamboo poles, a pole 
between two men. They had been march- 
ing almost since dark the night before, and 
much of the daylight hours had been spent 
in backing and filling. . . ." 21 

"Ibid., pp. 18, 20. 

50 Mallonee, Bataan Diary, I, 138. See also O'Day, 
21st Div (PA), II, 20; Prov Tank Gp Rpt of Opns, 
p. 16; 11th Inf (PA), Beach Defense and Delaying 
Action, p. 24. 

n O'Day, 21st Div (PA), II, 20. 

By about midnight of the 5th, the last 
guns of the 21st Field Artillery had cleared 
the bridge, and within the next hour all of 
the foot troops, closely shepherded by the 
Scouts of the 26th Cavalry, were across. 
Last to cross were the tanks, which cleared 
the bridge shortly before 0200 of the 6th. 
General Wainwright then ordered Capt. 
A. P. Chanco, commanding the 91st Engi- 
neer Battalion, to blow the bridge. The 
charges were immediately detonated and 
the span demolished. All of the troops were 
now on Bataan, and the last gate slammed 
shut. The Japanese had lost their oppor- 
tunity again to cut off the retreat. Colonel 
Imai was still at Santa Cruz and Takahashi 
still hung back at Porac. 22 

Holding Action Below Layac Junction 

Already formed below Layac Junction 
when the Culo bridge was blown was an- 
other line designed to delay the enemy and 
gain more time for the Bataan Defense 
Force. The idea for a delaying action at 
Layac Junction was contained in WPO-3, 
the plan that went into effect on 23 De- 
cember, and General Parker, commander 
of the Bataan Defense Force, had sent the 
31st Infantry (US) there on the 28th to 
cover the junction. 

The importance of this position was 
stressed by Col. Hugh J. Casey, Mac- 
Arthur's engineer officer, who, on 2 Janu- 
ary, pointed out to General Sutherland that 
the defense lines then being established on 
Bataan left to the enemy control of Route 
110 which led south from Layac into the 
peninsula. This road, he felt, should be de- 

"14th Army Opns, I, 73, 86; O'Day, 21st Div 
(PA), II, 21; Skerry, Comments on Engineer His- 
tory, No. 9, p. 11; Chandler, "26th Cavalry (PS) 
Battles to Glory," Part 2, Armored Cavalry Journal 
(May-June 1947), p. 13. 



nied the Japanese as long as possible. He 
recommended to General Sutherland, 
therefore, that a strong delaying action, or, 
failing that, "definite reference to prepar- 
ing strong delaying positions . . . should 
be made." 23 

These recommendations were apparently 
accepted, for the same day General Mac- 
Arthur ordered Wainwright to organize a 
delaying position south of Layac Junction 
along Route 110. On completion of this po- 
sition, control would pass to General Park- 
er, who was to hold until forced to with- 
draw by a co-ordinated enemy attack. 24 

Responsibility for the establishment of 
the Layac Junction line was given to Gen- 
eral Selleck who had just reached Bataan 
with his disorganized 71st Division (PA). 
The troops assigned were the 71st and 7 2d 

"Memo, Casey for CofS USAFFE, 2 Jan 42, 
sub: Defense of Bataan, AG 381, Phil Reds; ltr, 
Parker to Ward, 16 Jan 52, OCMH; ltr, Col Olson 
to author, 10 Jan 52, OCMH. Colonel Maher, 
Wainwright's chief of staff, states that the Layac 
Junction position would have been occupied "as a 
matter of course," and that Colonel Casey had 
nothing to do with its use. Ltr, Maher to Ward, 
24 Dec 51, OCMH. 

14 Except where otherwise indicated this section 
is based upon: ltr, Selleck to CG II Corps, 3 Feb 
43, sub: Action at Layac Junction, in Selleck, 
Notes on the 71st Div (PA), pp. 20-22. Attached 
to this letter are accounts of the 3 1 st Infantry ( US ) 
by Col. Charles L. Steel and of the 26th Cavalry 
(PS) at Layac Junction by Lt. Col. Lee C. Vance, 
and a memo, Weaver for Selleck, 1 Feb 43, sub: 
Action Prov Tank Gp in Connection with Layac 
Delaying Position; ltr, Selleck to Board of Officers, 
1 Feb 46, sub: Statement for Reinstatement of 
Rank, OCMH; USAFFE-USFIP Rpt of Opns, 
pp. 41-42; SLF and II Corps Rpt of Opns, pp. 
22-27; and Chandler, "26th Cavalry (PS) Battles 
to Glory," Part 2, Armored Cavalry Journal (May- 
June 1947), pp. 13-14; Weaver, Comments on 
Draft MS, Comments 29 and 30, OCMH; ltr, 
Miller to Ward, 31 Dec 51, OCMH; Skerry, Com- 
ments on Draft MS, Comment C, OCMH. 

Japanese sources for this action are scanty and 
the author had to rely on 14th Army Opns, I, 86, 
and the American sources cited. 

Infantry from Selleck's 71st Division, total- 
ing approximately 2,500 men; the 26th 
Cavalry, now numbering 657 men; and the 
31st Infantry (US) of the Philippine Divi- 
sion, the only infantry regiment in the Phil- 
ippines composed entirely of Americans. Of 
this force, the 31st was the only unit which 
had not yet been in action. Artillery sup- 
port consisted of the 71st Field Artillery 
with two 7 5 -mm. gun batteries and four 
2.95-inch guns; the 1st Battalion of the 23d 
Field Artillery (PS) with about ten 75's; 
and the 1st Battalion, 88th Field Artillery 
(PS) with two batteries of 75's. The tank 
group and two SPM battalions were also 
in support. 

On 3 and 4 January the 71st Division 
elements and the 31st Infantry moved into 
position and began stringing wire and dig- 
ging in. General Selleck had been denied the 
use of the 71st Engineers by North Luzon 
Force, with the result that the construction 
of defenses progressed slowly. When Colonel 
Skerry inspected the line on the 4th and 5th 
he found that the tired and disorganized 
71st and 7 2d Infantry had made little prog- 
ress in the organization of the ground and 
that their morale was low. In the 31st In- 
fantry (US) sector, however, he found 
morale high and the organization of the 
ground much more effective. 

At that time Selleck's forces were spread 
thin along a line south of Layac Junction 
across Route 110, which ran southeast and 
east between Layac and Hermosa. On the 
right was the 71st Infantry, holding a front 
along the south bank of Culis Creek — not 
to be confused with the Culo River imme- 
diately to the north. This line, parallel to 
and just north of Route 110, extended from 
Almacen, northeast of Hermosa, to a point 
northeast of Culis, where Culis Creek 
turned south to cross Route 110. The east- 



ern extremity of the 71st Infantry sector 
was protected by swamps and a wide river; 
on the west was the 7 2d Infantry, strad- 
dling Route 110. Its sector was about 
1,000 yards below Layac Junction and 
faced north and east. 

Next to the 72d Infantry was the 3 1st In- 
fantry, with the 1st and 2d Battalions extend- 
ing the line to the southwest, about 3,000 
yards from the nearest hill mass. This ex- 
posed left flank was to be covered by the 
26th Cavalry, then pulling back through 
Layac Junction with the 1 1th and 2 1st Divi- 
sions. In reserve was the 3d Battalion, 31st 
Infantry, about 1,000 yards to the rear. Sup- 
porting the 31st was the 1st Battalion, 88th 
Field Artillery, on the west, and the 1st Bat- 
talion, 23d Field Artillery, to its right, west of 
Route 110. The 71st Division infantry regi- 
ments each had a battalion of the 71st 
Field Artillery in support. 

At approximately 0330 of the 6th of 
January the 26th Cavalry reached the new 
line south of Layac Junction and fell in on 
the left of the 31st Infantry, to the foot- 
hills of the Zambales Mountains. It was fol- 
lowed across the bridge by the tanks, which 
took up supporting positions southwest of 
Hermosa — the 194th Battalion on the left 
(west) and the 192d on the right. The 
75-mm. SPM's, which withdrew with the 
tanks, were placed along the line to cover 
possible routes of advance of hostile tanks. 

The line when formed seemed a strong 
one. In Colonel Collier's opinion, it had 
"a fair sized force to hold it," and General 
Parker declared, referring probably to the 
31st Infantry sector, that it "lent itself to a 
good defense . . . was on high ground and 
had good fields of fire." 25 

™ Collier, Notebooks, III, 1 1 ; SLF and II Corps 
Rpt of Opns, p. 25 ; ltr, Parker to Ward, 16 Jan 52, 

General Selleck did not share this opti- 
mism about the strength of his position. To 
him the front occupied by his troops seemed 
excessive, with the result that "all units 
except the 26th Cavalry were over-ex- 
tended." 20 Colonel Skerry's inspection on 
the 5th had led him to the conclusion that 
the length of the line held by the disorgan- 
ized 7 1st and 7 2d Infantry was too extended 
for these units. Selleck thought that his line 
had another, even more serious weakness, in 
that part of the right portion faced northeast 
and the left portion northwest, thus exposing 
the first to enfilade from the north and the 
second to enfilade from the east. 

Admittedly the position chosen had weak- 
nesses, but no more than a delaying action 
was ever contemplated along this line. As 
in the withdrawal of the North Luzon Force 
from Lingayen Gulf, all that was expected 
was that the enemy, faced by an organized 
line, would halt, wait for artillery and other 
supporting weapons, and plan an organized, 
co-ordinated attack. By that time the objec- 
tive — delay — would have been gained, and 
the line could pull back. 

At 0600, 6 January, when all the troops 
were on the line, Wainwright released Gen- 
eral Selleck from his command to Parker's 
control. After notifying MacArthur of his 
action he withdrew to Bataan, stopping 
briefly at Culis where Selleck had his com- 
mand post. North Luzon Force had com- 
pleted its mission. Like the South Luzon 
Force it was now in position behind the 
first line on Bataan. Only the covering force 
at Layac Junction denied the enemy free 
access to Bataan. 

Action along the Layac line began on 
the morning of 6 January with an artillery 

" Ltr, Selleck to CG II Corps, 3 Feb 43, Action 
at Layac Junction, in Selleck, Notes on 71st Div 
(PA), p. 25. 



barrage. At about 1000 forward observers 
reported that Japanese infantry and ar- 
tillery were advancing down Route 7 to- 
ward Layac Junction. This column was 
part of the Imai Detachment which con- 
sisted of the 1st Formosa Infantry, one com- 
pany of the 7th Tank Regiment, two bat- 
talions of the 48th Mountain Artillery 
armed with 75 -mm. guns, and one battalion 
of the 1st Field Heavy Artillery Regiment 
with eight 150-mm. howitzers. By 1030 the 
Japanese column was within artillery range 
of the defenders and the 1st Battalions of the 
23d and 88th Field Artillery Regiments 
opened fire. The first salvo by the Philip- 
pine Scout gunners was directly on the tar- 
get. Switching immediately to rapid volley 
fire, the two battalions, joined by the 71st 
Field Artillery, searched the road from front 
to rear, forcing the enemy to deploy about 
4,200 yards northeast of Layac." 

The Japanese now moved their own 
artillery into position. The 75's of the 
48th Mountain Artillery and the 150-mm. 
howitzers of the 1st Field Artillery, directed 
by unmolested observation planes, began to 
drop concentrated and effective fire on the 
Americans and Filipinos. It was during 
this bombardment that Jose Calugas, the 
mess sergeant of Battery B, 88th Field Ar- 
tillery, won the Medal of Honor. 

General Selleck, without antiaircraft pro- 
tection, was unable to prevent aerial recon- 
naissance, with the result that the Japanese 
150's, out of range of the American guns, 
were able to place accurate and punishing 
fire upon the infantry positions and upon the 
artillery. Around noon, therefore, Selleck 
ordered his artillery to new positions, but the 
observation planes, flying as low as 2,000 
feet, reported the changed positions, and the 

"Collier, Notebooks, II, 12-14; ltr, Fowler to 
author, 30 Apr 49, OCMH. 

Japanese artillery shifted fire. It enfiladed 
the 31st Infantry and inflicted great dam- 
age on the 71st Infantry and the 1st Bat- 
talion, 23d Field Artillery, destroying all but 
one of the latter's guns. The 88th Field Ar- 
tillery, in a more protected position, did not 
suffer as great a loss. That day General Mac- 
Arthur informed the War Department that 
the enemy was using his "complete com- 
mand of the air . . . to full effect against 
our artillery." 28 

The intense Japanese artillery barrage 
was the prelude to an advance by the in- 
fantry. MacArthur had warned that the 
Japanese were "apparently setting up a 
prepared attack in great strength," and, ex- 
cept for his estimate of the strength of the 
enemy, his analysis was correct. 29 At about 
1400 a Japanese force of several battalions 
of infantry crossed the Culo River below 
Layac Junction and pushed forward the 
American line. Another force turned north 
at Layac and moved toward Dinalupihan, 
entering that undefended town at 1 500. An 
hour later the Japanese who had continued 
south on reaching Layac hit Selleck's line 
between the 31st Infantry and the 7 2d In- 
fantry. Company B, on the right of the 
31st line, had been badly shaken by the 
artillery barrage and fell back in disorder to 
higher ground about 800 yards to the rear, 
leaving a gap between Company C on its 
left and the 7 2d Infantry on the right. Jap- 
anese troops promptly infiltrated. Attempts 
by the rest of the 1st Battalion, 31st Infan- 
try, to fill the gap failed and Col. Charles 
L. Steel, the regimental commander, se- 
cured his 3d Battalion from Selleck's reserve 
and ordered it into the line. 

M Rad, MacArthur to TAG, No. 14, 6 Jan 42, 
AG 381 (1 1-27-41 Sec 1 ) Far East. 
" Ibid. 



The Japanese, supported by artillery fire, 
continued to push into the gap, hitting the 
right of Company C, 31st Infantry, and 
Company A of the 72d on the left. Lt. Col. 
Jasper E. Brady, Jr., the 3d Battalion com- 
mander, ordered Companies I and L, 31st 
Infantry, into the sector previously held by 
Company B. As Company I moved forward, 
it was caught in the enemy's artillery fire, 
badly disorganized, and forced back to the 
rear. Company L, however, continued to 
press forward. Within thirty minutes from 
the time it had jumped off to the attack, it 
had succeeded in restoring the line. 30 

Outwardly the situation seemed well in 
hand. But General Selleck was in serious 
trouble. His overextended line had been 
partially penetrated, his reserves had been 
committed, and his artillery was practi- 
cally out of action. The Japanese were con- 
tinuing to press south across the Culo 
River. Should they attack successfully 
through the 72d Infantry line, they would 
gain control of the road and cut off Selleck's 
route of escape. Colonel Steel recommended 
withdrawal and General Selleck informed 
Parker that he would not be able to hold 
out without artillery and infantry reinforce- 
ments and that a daylight withdrawal 
might prove disastrous. At 2200 of the 6th, 
General Parker ordered a withdrawal under 
cover of darkness. 

Although both the American and Japa- 
nese commanders had tanks at their disposal 
neither, had employed them that day. Pos- 
sibly the Japanese had failed to use armor 

"° Maj Donald G. Thompson, Opns of Co L, 
31st Inf (US) in Battle of Layac Junction (paper 
prepared for Advanced Infantry Officers Course, 
1947-48, The Infantry School), pp. 10-14. Major 
Thompson commanded L Company during this 

because there were no bridges over the Culo 
River. Some of the American tanks had been 
hit by the Japanese artillery, but not serious- 
ly enough to prevent their use. They had 
not been used to support the attack by the 
3d Battalion, 31st Infantry, General Selleck 
noted caustically, because "the terrain was 
not considered suitable by the tank com- 
mander." 31 At about 1830, when it ap- 
peared that the Japanese might cut off the 
route of escape, Colonel Miller, senior tank 
commander in the area, had moved the 
tanks toward the highway. They arrived 
there about 2100, and were met by Gen- 
eral Weaver's executive with orders for a 
further withdrawal southward into Ba- 
taan. 32 

The tanks were already well on their 
way when the units on the line received 
orders to pull back. The 71st Division ele- 
ments experienced no difficulty in with- 
drawing down the road. The 31st Infantry, 
leaving three companies on the line as a cov- 
ering shell, pulled out about 0130 on the 
morning of the 7 th. An hour later, as the 
shell began to move out, the Japanese 
launched an attack against Hermosa, cut- 
ting off Company E and almost destroying 
it. The Japanese reached their objective 
by 0500, but the survivors of Company E 

M Ltr, Selleck to Board of Officers, 1 Feb 46, sub: 
Statement for Reinstatement of Rank, p. 11, 
OCMH. General Weaver does not mention this 
matter in his memo to Selleck, cited above, or in 
his report. Colonel Miller speaks of the impossi- 
bility of tank action in this area in Bataan Uncen- 
sored, p. 139. In his comments on a draft of this 
manuscript, General Weaver states that no request 
for tanks was ever made to him. Comment 29, 

32 Miller, Bataan Uncensored, pp. 140-41; Prov 
Tank Gp Rpt of Opns, pp. 16-17; ltr, Miller to 
Ward, 31 Dec 51, OCMH; Weaver, Comments on 
Draft MS, Comments 29 and 30, OCMH. 



did not rejoin the regiment until a few 
days later. 83 

The 26th Cavalry, which had not been 
under attack that day, had lost contact with 
the 31st Infantry on its right. Radio com- 
munication proved inadequate; messages 
were garbled and, in some cases, indeci- 
pherable. The code had been changed dur- 
ing the night and no one had informed the 
26th Cavalry. Consequently the Scout regi- 
ment was not aware of the order to with- 
draw during the night. It was not until 
the approach of daylight that the 26th 
learned of the withdrawal. It began to pull 
back at 0700 of the 7th. By this time the 
Japanese controlled the road as far south 
as Hermosa and the Scouts were compelled 
to move overland across the mountainous 
jungle to reach the American line. With 
the departure of the 26th Cavalry the Layac 
line disappeared. 

At Layac Junction the American and 
Philippine troops had paid dearly to secure 
one day of grace for the forces preparing 
to defend Bataan. Against the longer range 
Japanese guns the Americans had been de- 
fenseless. The line had been penetrated at 
the first blow, only to be restored and then 
abandoned. The Japanese had once more 
failed in their attempt to follow up their 

The withdrawal into Bataan was now 
complete. Under desperate circumstances 
and under constant pressure from the 
enemy, General MacArthur had brought 
his forces from the north and south to San 
Fernando and Calumpit. There, in a most 

" Thompson, Opns of Co L, 31st Inf (US), p. 15; 
Maj Eugene B. Conrad, Opns of 31st Inf (US), 
pp. 10-11, and Maj Everett V. Mead, S-4 of 31st 
Inf (US), Opns and Mvmts of 31st Inf (US), 
p. 15. Both papers prepared for Advanced Officers 
Course in 1946-47 and 1947-48, respectively, at 
The Infantry School. 

difficult maneuver, he had joined the two 
forces and brought them safely into Bataan, 
fighting a delaying action all the way. All 
this had been accomplished in two weeks, 
during which time positions had been pre- 
pared on Bataan and supplies shipped there 
from Manila and elsewhere. Not a single 
major unit had been cut off or lost during 
the withdrawal, and only once, at Caba- 
natuan, had the American line failed to 
hold long eough to permit an orderly with- 
drawal. The success of this complicated and 
difficult movement, made with ill-equipped 
and inadequately trained Filipino troops, is 
a tribute to the generalship of MacArthur, 
Wainwright, and Jones and to American 
leadership on the field of battle. 

The withdrawal had been a costly one 
on both sides. General Wainwright's North 
Luzon Force of 28,000 men had been re- 
duced to about 16,000 largely by the de- 
sertion of Filipino soldiers who returned to 
their homes. Only a small portion of the 
12,000 men lost were battle casualties or 
captured by the enemy. General Jones's 
South Luzon Force fared much better. Of 
the 15,000 men in his force originally, Gen- 
eral Jones had 14,000 left when he reached 
Bataan.'' 4 The Japanese suffered close to 
2,000 casualties during the period since the 
first landing. This number included 627 
killed, 1,282 wounded, and 7 missing. 35 

The men who reached Bataan were tired 

34 Wainwright, General Wainwright's Story, pp. 
45, 48; interv, Falk with Jones, 2 Dec 49. The 
strengths as given are rough approximations at best. 
No official figures are available for the campaign 
or any part of it. 

" Comments of Former Japanese Officers Re- 
garding The Fall of the Philippines, pp. 50, 124; 
USA vs. Homma, Defense Exhibit Y. See also the 
testimony of Colonel Nakajima, who said at the trial 
of General Homma that there were 4,500 casual- 
ties, including 1,300 wounded and 2,700 sick, in 
the 14th Army thus far. USA vs. Homma, p. 2573, 
testimony of Nakajima. 



and hungry. Before the fight began again 
they were accorded a brief rest while the 
enemy reorganized. To Colonel Collier this 
interlude seemed but an intermission be- 
tween the acts of a great tragedy entitled 
"Defense of the Philippines." But before 

the curtain could go up on the second act, 
certain off-stage arrangements had to be 
completed. While these did not directly af- 
fect the action on-stage, they exerted a pow- 
erful influence on the outcome of the 


The End of an Era 

On 26 December, Manila was declared 
an open city. All newspapers published the 
text of the proclamation and radio stations 
broadcast the news through the day. A 
huge banner bearing the words Open City 
and No Shooting was strung across the front 
of the city hall. That night the blackout 
ended and Manila was ablaze with lights. 1 

With the evacuation of the government 
and the army, a feeling of foreboding and 
terror spread through the city, and the exo- 
dus, which had ceased after the first con- 
fusion of war, began again. "The roads 
back into the hills," noted one observer, 
"were black with people striving to reach 
their native villages .... The few trains 
still running into the provinces were liter- 
ally jammed to the car tops." 2 The business 
district was deserted and there were few 
cars along Dewey Boulevard. 

Here and there a few shops made a brave 
attempt at a holiday spirit with displays of 
tinsel and brightly wrapped gifts. On the 
Escolta, two Santa Clauses with the tradi- 
tional white beards and red costumes looked 
strangely out of place. One walked up and 
down as if dazed while the other, more prac- 
tical, piled sandbags before the entrance to 
his shop. "No girls in slacks and shorts were 
bicycling along the water front," wrote Maj. 
Carlos Romulo reminiscently, "and there 

'USA vs. Homma, pp. 271, 283, 291, testimony 
of Abelardo L. Valencia, correspondent, and Don 
Bell, news commentator; Lee, They Call It Pacific 
(Viking), p. 125. 

2 Lee, They Call It Pacific, pp. 126-27; USA vs. 
Homma, pp. 264-355. 

were no horseback riders on the bridle 
path . . . the Yacht Club, the night clubs 
and hotels ... all looked like funeral par- 
lors." 3 "Let it be known," reported NBC 
correspondent Bert Silen, "that our Christ- 
mas Eve was the darkest and gloomiest I 
ever hope to spend." * 

Late on the night of 26 December Ra- 
dio Tokyo acknowledged receipt of the 
Manila broadcasts declaring the capital 
an open city. 5 Official notification to 14th 
Army came later, either on the 28th or after, 
when Imperial General Headquarters for- 
warded the information from Tokyo. Ap- 
parently MacArthur made no attempt to 
notify the Japanese forces in the Philip- 
pines of his intentions, but a mimeographed 
announcement of the open city declaration 
was in the hands of the Japanese troops by 
31 December. 6 

8 Romulo, / Saw the Fall of the Philippines, pp. 
73-74, 77. 

4 John Hersey, Men on Bataan (New York, 
1942), p. 41. 

5 USA vs. Homma, pp. 283-86, testimony of Don 

"Ibid., pp. 2573-74, testimony of Col Nakajima; 
p. 3067, testimony of Homma; pp. 357-58, testimony 
of Yoshiaki Nakada, a chaplain on the 14th Army 
staff; Defense Exhibits M and N, affidavits by the 
Spanish and Swiss Consuls; Statement of Nakajima, 
6 Feb 50, ATIS Doc 56349, Interrogations of 
Former Japanese Officers, Mil Hist Div, GHQ FEC, 
II, 5. 

General Maeda commented later that "Imperial 
General Headquarters did not recognize the decla- 
ration of Manila as an open city. Manila had to be 
taken. Even if it were an open city, Japanese troops 
had to occupy it." Interrog of Maeda, 10 May 47, 
Interrogations of Former Japanese Officers, Mil 
Hist Div, GHQ FEC, I. 

THE OPEN CITY {Japanese photograph). 



Either the Japanese in the Philippines 
were unaware of the open city declaration 
or they chose to ignore it, for enemy aircraft 
were over the Manila area on 27 December. 
The Army's 5th Air Group sent 7 light and 
4 heavy bombers against Nichols Field, and 
at least 2 fighters over the port district that 
day. 7 But the main bombing strikes, directed 
against the Manila Bay and Pasig River 
areas, were made by naval aircraft. For 
three hours at midday, successive waves of 
unopposed bombers over Manila wrought 
great destruction on port installations and 
buildings in the Intramuros, the ancient 
walled city of the Spaniards. The attacks 
against shipping continued the next day, 
with additional damage to the port area. 8 

By New Year's Eve the rear echelon of 
USAFFE headquarters under General 
Marshall had completed its work and was 
prepared to leave the "open city." The capi- 
tal was subdued but ready to greet the New 
Year. Hotels, nightclubs, and cabarets were 
opened, a dance was held at the Fiesta Pa- 
vilion of the Manila Hotel, and many 
women donned evening gowns for the first 
time since the start of the war. But no sirens 
were sounded as in the past to herald the 
new year; there was no exploding of fire- 
crackers, no tooting of horns, and no bright 
lights from naval ships in the bay lighting 
the sky. The only fireworks came from burn- 
ing military installations. Along Manila 
streets the uncollected garbage of many 
days lay almost unnoticed. 9 

' 5th Air Gp Opns, p. 39. 

' Ibid.; Sunday Tribune (Manila), December 28, 
1941, in USA vs. Homma, Prosecution Exhibit 20, 
and pp. 267-355, passim. 

"Philippines Herald (Manila),. December 31, 
1941; Manila Bulletin, January 1, 1942; Romulo, 
/ Saw the Fall of the Philippines, pp. 85-59. 

While a few citizens drank and danced, 
most of the bars closed at 2100. A large 
number of bartenders, in what someone 
termed a "scotched-earth policy," smashed 
the remaining bottles to prevent their fall- 
ing into Japanese hands. 10 

The next morning the quartermaster 
stores in the port area were thrown open to 
the public and great crowds hurried towards 
the piers. About to be burned, the sheds 
yielded a wide assortment of booty to the de- 
lighted Filipinos. The ice plant, filled with 
frozen food, was also thrown open. Not all 
the residents were at the piers; many at- 
tended church services, for the Japanese 
were expected that afternoon. 11 

For almost forty years Manila had been 
the outpost of American civilization in the 
Orient. Now the badly mauled port area 
was quiet and dead as the old year. From 
the waters of Manila Bay rose the funnels 
of sunken ships and along the waterfront 
stood the blackened, empty walls and the 
battered piers, mute epitaph to one of the 
finest harbors in the Far East. 12 

The city was surrounded by an inferno 
of flame, noise, and smoke. Fuel supplies 
at Fort McKinley to the southeast, installa- 
tions that survived the bombing at Nichols 
Field to the south, and the ruins of Cavite 
across Manila Bay were demolished in great 
bursts of flame and explosion. The bewild- 
ered and frightened population was fur- 
ther panic-stricken by the soaring flames 
from the oil tanks at Pandacan, which ate 
up surrounding warehouses and buildings 

10 Hersey, Men on Bataan, p. 237. 

11 Van Landingham, "I Saw Manila Die," Satur- 
day Evening Post, September 26, 1942, p. 70. 

12 Romulo, / Saw the Fall of the Philippines, p. 
74; Philippines Herald (Manila), December 31, 



and sent up black clouds of smoke. The 
flaming oil floated along the Pasig and set 
other fires along the banks. And from the 
air the enemy continued to drop bombs, 
adding even more fuel to the great conflagra- 
tion which swept huge areas in and around 
the city. "To the native population of Ma- 
nila," commented one observer, "it seemed 
like the end of the world." 13 

The Occupation of Manila 

On the first day of the New Year the 
Japanese 48th Division and the 4th and 7th 
Tank Regiments were twelve miles above 
the northern outskirts of Manila. To the 
south that night advance elements of Gen- 
eral Morioka's 16th Division reached Ma- 
nila Bay at a point less than ten miles from 
the capital city. 14 With two divisions "ready 
to go," Homma stopped the advance on 
the outskirts of the capital over the protests 
of both divisional commanders. "If those 
divisions went in together from south and 
north," he explained later, "anything might 
happen." 15 

Both divisions could have entered Manila 
on New Year's Day and expected to do so. 
When the order to advance did not come, 
Lt. Gen. Yuichi Tsuchibashi, 48th Division 
commander, sent Homma an urgent mes- 
sage at 1040, pointing out that the great 
fires had dissipated "the Army's hope of 

13 Van Landingham, "I Saw Manila Die," Satur- 
day Evening Post, September 26, 1942, p. 70. 

" 14th Army Opns, I, 65. The 2d Formosa and 
two battalions of the 48th Mountain Artillery were 
not with the 48th Division at this time. 

1S USA vs. Homma, p. 3056, testimony of Homma 
General Maeda, Homma's chief of staff, declared 
that the 48th Division, for one, "was told to wait 
so that it could spruce up and reorganize." Interrog 
of Maeda, 10 May 47, Interrogations of Former 
Japanese Officers, Mil Hist Div, GHQ FEC, I. 

preserving the city of Manila" and that "to 
rescue Manila from this conflagration" he 
planned to enter the capital in force. From 
Homma he requested approval for his 
plan. 16 This was followed by a plea from 
the division's chief of staff, who wrote: "I 
beseech you at the order of my superior to 
promptly approve the previously presented 

Immediately after the 14th Army com- 
mand post completed its movement from 
Binalonan to Cabanatuan, a staff confer- 
ence was held at 1 900 on New Year's Day 
to decide on the method of entry into Ma- 
nila. Two plans were discussed : one to send 
a force into the city immediately, as pro- 
posed by the 48th Division commander; 
the other to dispatch a "military commis- 
sion" to the capital to urge its surrender 
while the troops remained outside the city. 

The former plan was finally adopted, and 
at 2000 the 48th Division was ordered to 
seize Manila and prevent its destruction. 
Similar orders were given the 16th Division 
at 1000 on 2 January. General Morioka 
would also occupy Cavite and Batangas. 18 
The line of the Pasig River, which flowed 
through the capital and into Manila Bay, 
was set as operational boundary between 
the two divisions. That night supplementary 
orders from General Homma fixed the size 
of the force entering Manila from the north 
at three infantry battalions of the 48th Di- 
vision. The 16th Division was seemingly 
left free to determine the number of its 
troops entering Manila. Further orders ap- 
parently directed that the city was not to 

18 14th Army Opns, I, 67. The telegram was 
dated 1040, but it did not reach Homma until 
1710. The nearly five hours it required to reach 
Army headquarters is unexplained. 

" Ibid. 

18 Ibid., 68-69. 



be entered until the 2d, for no entry was 
made that night. 19 

Inside the city a newspaper extra at noon 
on New Year's Day declared the enemy to 
be on the verge of entry and advised inhabi- 
tants to remain in their homes and await 
further orders from the Philippine authori- 
ties in control. Anticipating confinement in 
internment camps, American residents im- 
mediately packed toilet articles and a 
change of clothing. 20 Word of the impend- 
ing entry of the Japanese reached Corregi- 
dor quickly. MacArthur reported to the 
War Department on the morning of the 2d 
that Japanese troops would enter Manila 
that afternoon. His information was accu- 
rate enough to enable him to predict that 
the force would be small and that its duties 
would be limited to the maintenance of law 
and order, "which would indicate that 
there will be no violence." 21 That morning 
Japanese nationals were released from 
custody. The crowds, laden with stores from 
the quartermaster warehouses, began to 
break into business establishments and 
wholesale looting began. 22 The once proud 
city, covered with the ashes and filth of de- 
struction, was difficult to recognize as the 
beautiful and orderly metropolis it had been 
less than a month before. 

Finally, at 1745 on Friday, 2 January 
1942, the Japanese entered Manila. Maj. 
Gen. Koichi Abe, 48th Division infantry 

" Ibid., 76. Homma later claimed that "arrange- 
ments were made to enter the city . . . with only two 
battalions from each division, and the rest of the 
divisions must stay out of the city." Neither Gen- 
erals Tsuchibashi nor Morioka limited the entering 
units to two battalions. USA vs. Homma, p. 3056, 
testimony of Homma. 

20 Van Landingham, "I Saw Manila Die," Satur- 
day Evening Post, September 26, 1942, p. 70. 

21 Rad, MacArthur to AGWAR, No. 5, 2 Jan 42, 
AG 381 (11-27-41 Sec 1) Far East. 

22 Manila Bulletin, January 3, 1942. 

group commander, led one battalion of the 
1st Formosa and two of the 47th Infantry 
into the northern sector of the capital. Si- 
multaneously, from the south, the 16th Re- 
connaissance Regiment and a battalion of 
the 20th Infantry also entered. 23 Accom- 
panied by released Japanese civilians, who 
acted as interpreters, the occupying troops 
posted guards at strategic points and set 
about securing the city. 24 "The joyful voices 
of the Japanese residents," reported Gen- 
eral Morioka, "were overwhelming." 25 

The voices of the other residents were 
not so joyful. Throughout the city at im- 
portant intersections Japanese officers and 
interpreters set up card tables and checked 
pedestrians. All "enemy aliens," British and 
Americans, were ordered to remain at home 
until they could be registered and investi- 
gated. The only Caucasians who walked the 
streets unmolested were Germans, Italians, 
and Spaniards. 26 

All that night Japanese trucks poured 
into the city, their occupants taking over 
private hotels and some public buildings as 
billets. Enemy troops moved into the Uni- 
versity of the Philippines and other school 
buildings. The next morning the only cars 
on the street were those driven by Japanese 
officers and civilians. From their radiators 
flew the flag of the Rising Sun. Spanish, 
French, Italian, German, Portuguese, and 
Thai flags could also be seen. The vault of 
the national treasury at the Intendencia 
Building was sealed and a large placard an- 
nounced the building and its contents to be 
the property of the Japanese Government. 
The banks remained closed and the doors 

2a 14th Army Opns, I, 70, 84. 

24 Manila Bulletin, January 3, 1942. 

28 16th Div Opns, 24 Dec 41-3 Jan 42, ATIS 
Enemy Pub 355, p. 9. 

20 Margaret Utinsky, Miss U (San Antonio, Tex., 
1948), p. 1 : Hersey, Men on Bataan, p. 154. 


JAPANESE LIGHT TANKS moving toward Manila on the day the city was entered. 

of Manila restaurants were also shut. News- 
paper publication was briefly suspended 
and then began again under Japanese con- 
trol. The few stores that were open did a 
land-office business with Japanese officers 
who bought up brooches and watches with 
colorful occupation pesos." 

Governmental departments of the Philip- 
pine Commonwealth were placed under 
"protective custody." The courts were tem- 
porarily suspended, utilities were taken over 
by the Japanese, and a bewildering list of li- 
censes and permits was issued to control the 
economic life of the Islands. Japanese sick 
and wounded were moved into the Chinese 
Genera] Hospital and three wards of the 

Philippine General Hospital. All British and 
Americans were, ordered to report for intern- 
ment, and nearly 3,000 were herded to- 
gether on the campus of Santo Tomas Uni- 
versity. "Thereafter,'' reported the Japa- 
nese, "peace and order were gradually re- 
stored to Manila." M 

The restoration of "peace and order" re- 
quired the Japanese to place many restric- 
tions on the civilian population. On 5 Janu- 
ary a "warning" appeared in heavy black 
type across the top of the Manila Tribune. 
"Any one who inflicts, or attempts to in- 
flict, an injury upon Japanese soldiers or in- 
dividuals," it read, "shall be shot to death" ; 
but "if the assailant, or attempted assailant, 

"The Sunday Tribune (Manila), January 4, 

i942;Utinfty,Mu, V, p. 4. 

"Kersey, Mm on Bataan, pp. 152-54; 14th 
Army Opns, I, 77. 



cannot be found, we will hold ten influential 
persons as hostages who live in and about 
the streets or municipalities where the event 
happened." The warning concluded with 
the admonition that "the Filipinos should 
understand our real intentions and should 
work together with us to maintain public 
peace and order in the Philippines." 29 

With the occupation of Manila,* General 
Homma had successfully accomplished the 
mission assigned by Imperial General Head- 
quarters. But he could draw small comfort 
from his success, for MacArthur's forces 
were still intact. The newly formed Philip- 
pine Army, the Philippine Scouts, and the 
U.S. Army garrison had successfully escaped 
to Bataan and Corregidor. So long as they 
maintained their positions there, the Japa- 
nese would be unable to enter Manila Bay 
or use the Manila harbor. The Japanese had 
opened the back door to Manila Bay but 
the front door remained firmly closed. 

Strategic Views on the Philippines 

To the civilians who watched quietly 
from behind closed shutters as the Japanese 
entered their city it seemed incredible that 
the war was less than a month old. In that 
brief span of time, the enemy had made 
eight separate landings on widely dispersed 
beaches. He had driven out of the Philip- 
pines the Far East Air Force and the Asiatic 
Fleet. On Luzon he had marched north and 
south from each end of the island to join 
his forces before Manila. Casualties had 
been comparatively light and the main ob- 
jective was now in his hands. 

In that same time the Japanese had se- 
cured a foothold in Mindanao to the south 
and had gained control of the important har- 

bor at Davao. Brig. Gen. William F. Sharp's 
forces on that island were still intact, how- 
ever, and held the airfield at Del Monte, 
the only field in the archipelago still capable 
of supporting heavy bombers. In the 
Visayas the Japanese had made no land- 
ings. There the scattered American and 
Philippine garrisons on Panay, Gebu, Bohol, 
Leyte, and other islands fortified their de- 
fenses and made plans for the day when 
the enemy would appear off their shores. 

Elsewhere, the Japanese forces had set 
about exploiting their initial gains. Hong 
Kong had fallen to the 23d Army on Christ- 
mas Day. General Yamashita's 25th Army, 
v/hich had landed on the Malay Peninsula 
on the first day of war, was now pushing 
ever closer to Singapore. Japanese forces in 
the Sulu Archipelago and Borneo consol- 
idated their positions and prepared to move 
into the Netherlands Indies. The South 
Seas Detachment, which had seized Guam, 
was now ready to move on to Rabaul, while 
other units staged for operations in the 
Celebes-Ambon area. Important Burmese 
airfields had been attacked on 25 December 
and at the year's end the 15th Army was 
concentrating in Thailand for its invasion 
of Burma. After the first rapid gains, the 
enemy was ready for further offensives. The 
Allies had little left to challenge the Japan- 
ese bid for supremacy in the Southwest 
Pacific and Southeast Asia. 

General MacArthur attributed the suc- 
cess of the Japanese to American weakness 
on the sea and in the air. The enemy, he 
pointed out, now had "utter freedom of 
naval and air movements" and could be 
expected to extend its conquests southward 
into the Netherlands Indies, using Min- 
danao as a base of operations. 30 If the Jap- 

** Sunday Tribune (Manila), January 5, 1942 ; 
see also USA vs. Homma, Prosecution Exhibit 16. 

w Rad, MacArthur to TAG, 27 Dec 41, AG 381 
(11-27-41) Far East. 



anese were able to seize the Netherlands 
Indies, he warned, the Allies would be 
forced to advance from Australia through 
the Dutch and British islands to regain the 
Philippines. He regarded it as essential, 
therefore, to halt the Japanese drive south- 
ward, and proposed that air forces should 
be rushed to the Southwest Pacific. Operat- 
ing from advance bases, these planes could 
prevent the Japanese from developing air- 
fields. Concurrently, with strong naval ac- 
tion to keep open the line of communica- 
tion to Mindanao, Japanese air forces were 
to be neutralized by Allied air power, and 
then ground forces would be landed there. 
He had already done all he could to sup- 
port such action, MacArthur told the War 
Department, by sending his air force to 
Australia and the Netherlands Indies and 
by supporting Mindanao with reinforce- 
ments and ammunition. "I wish to empha- 
size," he concluded, "the necessity for naval 
action and for rapid execution by land, sea, 
and air." 31 

Receiving no reply to this message, Gen- 
eral MacArthur took the occasion, on 1 
January, when asked about the evacuation 
of President Quezon, to emphasize his iso- 
lated position and to remind the Chief of 
Staff of his strategic concept for a combined 
effort by land, sea, and air forces through 
the Netherlands Indies to Mindanao. 
Quezon's departure, he warned, would un- 
doubtedly be followed by the collapse of 
the will to fight on the part of the Filipinos, 
and he pointedly added that, aside from 
7,000 combat troops (exclusive of air 
corps), his army consisted of Filipinos. "In 
view of the Filipinos effort," he declared, 
"the United States must move strongly to 

31 Ibid. For the measures taken co strengthen 
Mindanao, see V-MF Rpt of Opns, Part I, passim, 
Annex XI, USAFFE-USFIP Rpt of Opns. 

their support or withdraw in shame from 
the Orient." 32 

Just a week later, as his forces withdrew 
behind the first line of defenses on Bataan, 
MacArthur outlined for the Chief of Staff 
the preparations he was making for the ar- 
rival of an expeditionary force in Mindanao. 
These included transfer of equipment for 
one division, the movement of nine P— 40's 
and 650 men of the 19th Bombardment 
Group to Del Monte, and plans to develop 
additional landing fields there. It was essen- 
tial, he wrote, to inaugurate a system of 
blockade-running to Mindanao since sup- 
plies were low. 

Our air force bombardment missions from 
south should quickly eliminate hostile air from 
Davao and our pursuit should go into Del 
Monte without delay. Establishment of air 
force will permit immediate extension into 
Visayas and attacks on enemy forces in Luzon. 
. . . An Army Corps should be landed in 
Mindanao at the earliest possible date. . . . 
Enemy appears to have tendency to become 
overconfident and time is ripe for brilliant 
thrust with air carriers. 33 

MacArthur's pleas for a major Allied ef- 
fort in the Southwest Pacific were received 
with sympathy in Washington, where the 
first wartime United States-British confer- 
ence on strategy was in session. The British 
recognized the importance of the threat in 
the Far East and agreed that munitions and 
supplies should go there, even though such 
shipments represented a diversion from the 
agreed strategy that the main effort should 
be made against Germany first. "The 
President and Prime Minister, Colonel 

"Rad, MacArthur to Marshall, Nos. 2 and 3, 1 
Jan 42, WPD 4639-2. Apparently MacArthur ex- 
cluded from his estimate of combat strength the 
12,000 Philippine Scouts who, though Filipinos, 
were part of the U.S. Army. 

'"Rad, MacArthur to Marshall, No. 20, 7 Jan 
42, AG 381 (11-27-41) Far East. 



Stimson and Colonel Knox, the British 
Chiefs of Staff and our corresponding offi- 
cials," General Mai-shall told MacArthur, 
"have been surveying every possibility look- 
ing toward the quick development of 
strength in the Far East so as to break the 
enemy's hold on the Philippines." 

Though all were agreed on the need for 
action in the Southwest Pacific, little could 
be done. The loss in capital ships, Marshall 
explained, prevented naval convoys for 
heavy reinforcements and the concentra- 
tion of strong naval forces in the Southwest 
Pacific such as MacArthur was requesting. 
Heavy bombers were on the way, via Africa 
and Hawaii, and pursuit planes were being 
sent by every ship, so that the Allies should 
soon have aerial supremacy in the South- 
west Pacific. "Our great hope," Marshall 
told MacArthur, "is that the rapid develop- 
ment of an overwhelming air power on the 
Malay Barrier will cut the Japanese com- 
munications south of Borneo and permit an 
assault in the southern Philippines." The 
naval carrier raids MacArthur was asking 
for were not ruled out entirely but little hope 
was offered for such an effort. Marshall 
closed his message on a note of encourage- 
ment for the future and the assurance that 
"every day of time you gain is vital to the 
concentration of overwhelming power nec- 
essary for our purpose." 34 

Actually, the American and British staffs 
in Washington had already agreed upon the 
strategy for the Far East : to hold the Malay 
Barrier from the Malay Peninsula through 
Sumatra and Java to Australia. This line 
was considered the basic Allied defensive 
position in the Far East, and the retention 
of its east and west anchors, Australia and 
Burma, was therefore regarded as essential. 


The latter had additional strategic impor- 
tance because it was essential to the sup- 
port of China and the defense of India. 
The Allies were agreed that land, sea, and 
air forces should operate as far forward of 
the barrier as possible in order to halt the 
Japanese advance southward. The support 
of the Philippine garrison and the re-estab- 
lishment of the line of communications 
through the Netherlands Indies to Luzon 
apparently came after the more important 
task of holding Australia and Burma. 35 

During the first week in January the War 
Plans Division of the General Staff, which 
had been studying the possibility of send- 
ing an expedition to the relief of the 
Philippine garrison, came to the conclusion 
that the forces required could not be placed 
in the Far East in time. While this 
reason was probably the overriding con- 
sideration in its recommendation that oper- 
ations to relieve the Philippines not be 
undertaken, the War Plans Division went 
on to point out that the dispatch of so large 
a force would constitute "an entirely un- 
justifiable diversion of forces from the prin- 
cipal theater — the Atlantic." The greatest 
effort which could be justified on strategic 
grounds was to hold the Malay Barrier 
while projecting operations as far north as 
possible to provide maximum defense in 
depth. This view was essentially that al- 
ready agreed upon by the Combined Chiefs 
of Staff. The War Plans Division therefore 
recommended that, "for the present," oper- 
ations in the Far East should be limited to 
these objectives. 36 

"Rpt of U.S.-British CsofS, 31 Dec 41, sub: 
Supporting Measures for SWPA (ABC 4/3), OPD 
Reg Doc. General MacArthur was informed of the 
substance of this report on 31 December 1941. 

" Memo, Brig Gen L. T. Gerow for CofS, 3 Jan 
42, sub: Relief of Phil, WPD 4639-3. 



The War Plans Division study is of con- 
siderable interest, not only for the effect it 
may have had on MacArthur's requests for 
a joint advance through the Netherlands 
Indies to Mindanao, but also for its realistic 
appraisal of the strategic situation in the 
Far East and the importance of the Philip- 
pine Islands. Accepting General MacAr- 
thur's estimate of Japanese strength in the 
Philippines and of the length of time he 
could hold out against serious attack — three 
month — the Army planners agreed that the 
loss of the Philippines, "the key to the Far 
East position of the Associated Powers," 
would be a decisive blow, followed proba- 
bly by the fall of the Netherlands Indies 
and Singapore. 87 Australian and British 
trade routes would then be seriously threat- 
ened, while Japan's strength would be in- 
creased by control of the raw materials in 
the Indies. The isolation of China was 
"almost certain to follow." 38 This analysis 
coincided with MacArthur's, as did the 
plan of operations outlined to recover the 

It was when the planners considered the 
means necessary to carry out these opera- 
tions that they found themselves in disagree- 
ment with General MacArthur. They esti- 
mated that 1,464 aircraft of various types, 
only about half of which were available, 
would be necessary to advance from Aus- 
tralia to Luzon. The difference would, have 
to come from other areas — Hawaii, Pan- 
ama, and the United States — and from 
lend-lease aircraft already committed. Ad- 
ditional airfields would have to be built in 

** Ibid. MacArthur estimated that the Japanese 
had six divisions on Luzon, one at Davao, and a 
small force at Jolo. There were only two Japanese 
divisions in the Philippines. The planners, for lack 
of more definite information, accepted MacArthur's 

" Ibid. 

Australia and along the line of advance. 
The line of communications to Australia 
would have to be made secure and a logis- 
tical organization developed to support the 
drive northward. Such an effort, the plan- 
ners estimated, would require very large 
naval resources. With the vessels already in 
the area, the Allies would have to transfer 
7 to 9 capital ships, 5 to 7 carriers, about 
50 destroyers, 60 submarines, and the nec- 
essary auxiliary vessels from the Atlantic 
and Mediterranean to the Pacific and Far 
East. The diversion of naval forces might 
well result in the loss of the supply routes to 
Europe and the Middle East and would 
severely limit the defense of the Western 
Hemisphere. It was not surprising, there- 
fore, that the War Plans Division concluded 
that the relief of the Philippine garrison 
could not be accomplished in the three 
months left, and that the allocation of such 
sizable forces to the project would repre- 
sent a major and unjustifiable diversion 
from the main effort. 89 

There is no record of any formal approval 
of the conclusions of the War Plans Divi- 
sion. Both Secretary Stimson and General 
Marshall noted the study but made no com- 
ment. If there had ever been any serious 
consideration given to MacArthur's pro- 
posals to send an expedition to the relief 
of the beleaguered Philippine garrison, the 
War Plans study put an end to such hopes. 
But there was no relaxation of the deter- 
mination to send General MacArthur what- 
ever aid was within the means of the United 
States and its Allies. President Roosevelt 
had time and again stated his desire to do 
so and as late as 30 December had written 
Stimson that he wished the War Plans Divi- 
sion to explore every possible means of re- 

* Ibid. 



lieving the Philippines. "I realize great risks 
are involved," he said, "but the objective 
is important." 4 " 

While the President's stated desire re- 
mained the official policy of the government 
and the hope of the American people, the 
strategy evolved by the Allies placed more 
realistic limits to the objectives they hoped 
to attain. The conference then meeting in 
Washington agreed that the Allies must 
hold the Malay Barrier and established a 
theater of operations known as the ABDA 
( American-British-Dutch- Australian ) area, 
with Gen. Sir Archibald P. Wavell in com- 
mand, to co-ordinate the efforts of the var- 
ious national forces in that region. This 
command, the first Allied command of the 
war, included the Philippines, the Nether- 
lands Indies, Malaya, and Burma. Wavell's 
mission was to hold the Malay Barrier 
against the advancing Japanese, but he was 
also directed to re-establish communications 
through the Netherlands Indies with Luzon 
and to support the Philippine garrison. 
Thus, General MacArthur was placed un- 
der Wavell's command, but, explained Gen- 
eral Marshall, "because of your present 

40 Quoted in Robert E. Sherwood, Roosevelt and 
Hopkins: An Intimate History (New York, 1948), 
p. 454. 

isolation this will have only nominal effect 
upon your command. . . ." 41 

Actually, the organization of the ABDA 
area had no effect on operations in the 
Philippines, and aside from a formal ac- 
knowledgement between the two command- 
ers there was no communication between 
the two headquarters. Although General 
Marshall pointed out that the new arrange- 
ment offered "the only feasible method for 
the eventual relief of the Philippines," '-' 
it was already clear to General MacArthur 
that the Allies were not going to make a 
determined effort to advance to his res- 

It was perhaps just as well that the 
Americans and Filipinos who crowded into 
Bataan and took their positions behind the 
lines already established did not know how 
serious was the Allied position in the Far 
East and how remote were their chances 
for relief. Ahead of them were long, dreary 
months of starvation and hard fighting be- 
fore they would be herded into prison 
camps. At least they could hope that help 
was on the way. Only General MacArthur 
and his immediate staff knew the worst. 

" Rad, Marshall to MacArthur, No. 93, 1 1 Jan 
42, WPD 4639-14. 



Setting the Stage 

Formed by the southern heights of the 
Zambales Mountains, the Bataan peninsula 
juts out from the mainland of Luzon be- 
tween Subic and Manila Bay like a huge 
thumb pointing at the shore of Cavite 
Province only twelve miles away. Between 
Bataan and the Cavite shore lie Corregidor 
and several smaller islands, guardin g the 

{Map 10 

entrance to Manila Bay. 

Only twenty-five miles long and twenty 
miles wide across its base, Bataan is ideally 
suited for defensive warfare. It is jungled 
and mountainous, cut by numerous streams 
and deep ravines, and has only two roads 
adequate for motor vehicles. Dominating 
the peninsula are two extinct volcanoes : the 
4,222-foot high Mt. Natib in the north and, 
to the south, the Mariveles Mountains 
whose highest peak, Mt. Bataan, towers to 
a height of 4,722 feet. Along the east coast, 
on the Manila Bay side, the peninsula is 
flat and swampy near its base but becomes 
hilly and rugged to the south. The coastal 
plain on the west is extremely narrow. Here 
the mountains extend almost to the sea; 
high cliffs guard the shore and toothlike 
promontories jut into the water. Radiating 
from the two volcanic masses flow many 
streams which wind their way through 
steep ravines and gullies toward the bay and 
the sea. 

Bataan is crisscrossed by a large number 
of trails, quickly overgrown by the tropical 
vegetation and rarely suitable for vehicular 
traffic. Across the base of the peninsula is 
Route 7, lost to the Americans by their 

withdrawal from Layac. South of Layac, 
paralleling the east coast down to Mariveles 
at the tip of the peninsula, then turning 
north to parallel the west coast as far as 
Moron, is Route 110. The east coast por- 
tion, called the East Road, is a single-lane, 
all-weather road; the stretch from Mari- 
veles to Moron on the opposite coast, the 
West Road, is not as well surfaced. The 
only other road of importance is an east- 
west road from Pilar to Bagac, midway 
down the peninsula and across the saddle 
between Mt. Natib and the Mariveles 
Mountains. This road, called the Pilar- 
Bagac road and cutting Bataan like a waist 
belt, was the only vehicular road providing 
lateral communication for the forces di- 
vided by the rugged heights of central 
Bataan. 1 

No better place than Bataan could have 
been chosen for a final stand. There were 
compensations for the inhospitable country- 
side. "Taking it all in all," noted Colonel 
Skerry, the North Luzon Force engineer, 
"the rugged terrain of the Bataan Peninsula, 
covered as it was by a thick jungle, con- 
cealed the works of the defender even when 
the enemy had constant air superiority and 
air observation." 2 And after two weeks of 
withdrawal the men were glad to reach a 
position that was not to be abandoned the 
next day. Morale was good. "The general 
feeling seemed to be," wrote Colonel Col- 

1 Bataan-Zambales, AGS, GHQ SWPA, Terrain 
Handbook 42, pp. 23-39, 76. 

* Skerry, Comments on Engineer Hist, No. 10. 

a Brook: 



lier, the assistant operations officer of 
USAFFE, "we have run far enough; we'll 
stand now and take 'em on." 3 

The American Position 

The defense of Bataan began officially on 
7 January 1942. On that day Wainwright 
assumed command of the West Sector of 
the Bataan Defense Force, which became I 
Philippine Corps, and the East Sector, re- 
designated II Philippine Corps, came under 
General Parker, till then commander of the 
entire Bataan Defense Force. The boun- 
dary between the two corps bisected the 
length of the peninsula from Mt. Natib to 
the Mariveles Mountains. The tip of Ba- 
taan south of the Mariveles Mountains was 
designated the Service Command Area and 
responsibility for its defense given to Brig. 
Gen. Allen C. McBride, MacArthur's dep- 
uty for the Philippine Department. To 
Wainwright's corps was assigned the de- 
fense of the western half of Bataan; Park- 
er's corps was on the Manila Bay side.* 
Both corps were under MacArthur's head- 
quarters on Corregidor, which by 5 Jan- 
uary had established a Bataan echelon un- 
der Brig. Gen. R. J. Marshall. Through 
Marshall's headquarters, consisting of offi- 
cers from the general and special staff sec- 
tions of USAFFE, it was possible for Mac- 
Arthur to exercise close control over opera- 
tions on Bataan. 5 "I am on my main battle 
line," MacArthur told the W ar Department 
on 7 January, "awaiting general attack." 6 

3 Collier, Notebooks, III, 10. 

4 USAFFE FO 1, 6 Jan 42, AG 300.4 (28 Dec 
41) Phil Reds; ltr, Parker to Ward, 16 Jun 52, 

* Interv, author with Marshall, 7 Apr 48 ; memo, 
Marshall for CofS USAFFE, 13 Jan 42, AG 370.2 
(19 Dec 41) Phil Reds. 

"Rad, MacArthur to TAG, No. 20, 7 Jan 42, 
AG 381 (11-27-41 Sec 1) Far East. 

The defense of Bataan was conceived as 
a defense in depth. The first line, called the 
main battle position, extended from Maba- 
tang, a short distance north of Abucay, on 
the east, across Mt. Natib to Mauban on the 
west coast, a distance of twenty miles. A 
strong outpost line of resistance was es- 
tablished in front of the main battle posi- 
tion and defenses to a depth of several miles 
were prepared to the rear. Along the beaches 
on both coasts troops were posted to guard 
against amphibious envelopment. 7 

In Wainwright's corps on the west were 
three Philippine Army divisions, the 1st, 
31st, and 91st, to which was attached the 
combat elements of the 71st Division (PA) ; 
the 26th Cavalry (PS) ; a battery each of 
field artillery and 75-mm. guns (SPM), 
and miscellaneous troops — altogether about 
22,500 men. On the right (east) , in Parker's 
corps, were four more Philippine Army divi- 
sions, the 11th, 21st, 41st, and 51st; sup- 
porting artillery; and the 57th Infantry 
( PS ) from the Philippine Division. General 
Parker had about 25,000 men in his corps. 8 

Eight miles behind the main battle posi- 
tion, paralleling the Pilar-Bagac road, was 
the rear battle position which in prewar 
plans had formed the main line of the 
Bataan defenses. On 7 January this line 
was not yet fully organized ; while the forces 
along the main battle position held back the 
enemy, other troops would prepare this 
position. Posted along this line and assigned 

'USAFFE FO 1, 6 Jan 42, AG 300.4 (28 Dec 
41) Phil Reds. 

"Ibid.; USAFFE GO 3, 7 Jan 42, AG 320.2 
(6 Jan 42) Phil Reds. This general order was 
erroneously issued as GO 56, 6 January 1942, and 
was corrected by GO 4, 7 January 1942. 

Strengths given are estimates by the author, 
based on scattered strength figures. See especially 
those in Luzon Force Rpt of Opns, 12 Mar 42 to 
9 Apr 42, Annex VI, USAFFE-USFIP Rpt of 



the task of organizing it for a last-ditch 
defense was the USAFFE reserve, the 
Philippine Division (less 57th Infantry), 
the tank group, and a group of 75-mm. 
SPM's. Corps and USAFFE artillery was 
emplaced to cover the front lines as well as 
the beach defenses in all sectors. 9 

South of the rear battle position was the 
Service Command Area. Under McBride's 
command was a variety of troops: the 2d 
Division (PC), organized on 7 January 
and composed of Constabulary troops, the 
remaining elements of the 71st Division 
(PA), including the division headquarters, 
provisional infantry units formed from air 
corps troops, and a provisional battalion of 
bluejackets and marines. 10 

The Mabatang-Mauban line, or Abu- 
cay-Mauban line, as it was more generally 
called, the main battle position, occupied 
on 7 January, was not a continuous line. 
Separating and forming an almost impene- 
trable barrier between the left portion held 
by I Corps and the right portion held by II 
Corps was the northernmost of the two ex- 
tinct volcanoes, covering an area about 
fifteen by fifteen miles. Around the crater 
are steep and jagged peaks rising to a height 
of 3,000 to 4,000 feet. The northernmost 
peak, Mt. Santa Rosa, is 3,052 feet high. 
About three and a half miles southeast is 
the highest point on the crater's edge, Mt. 
Natib. In a distance of 2,000 yards this 
4,222-foot-high mountain drops to half its 
height. Mt. Silanganan, to the southwest, is 
3,620 feet high. On its west escarpment this 
land mass drops a thousand feet in as many 

"USAFFE FO 1, 6 Jan 42, AG 300.4 (28 Dec 
41) Phil Reds. 

10 USAFFE FO 2, 7 Jan 42, and amendment of 
10 Jan 42, AG 300.4 (28 Dec 41) Phil Reds; 
Collier, Notebooks, III, 6. 

yards. Though the military crests of these 
mountains provided ideal defensive posi- 
tions — one officer called them "an infantry- 
man's dream" — they made effective mutual 
support between the two corps impossible. 
The Mt. Natib position was selected, despite 
its known limitations, because strategy re- 
quired that a stand be made here to gain 
time to prepare the rear battle position and 
to retain as long as possible the lateral com- 
munication provided by the Pilar— Bagac 

/ Philippine Corps 

The sector defended by General Wain- 
wright's I Philippine Corps on the west 
"was practically all wooded and almost 
wholly uninhabited." 11 The terrain was ex- 
tremely rugged and a bolo was a necessity 
for a man on foot. From the South China 
Sea, wrote Colonel Skerry, Wainwright's 
engineer officer, after a reconnaissance, this 
side of the peninsula "presented a most 
formidable appearance of very high tim- 
bered banks with a solid mass of woods 
stretching east to a high mountain range, 
heavily timbered throughout, except for the 
break at Bagac and Moron." 12 

Communications in this area were poor. 
That portion of the West Road which 
stretched from Mariveles to Bagac was 
poorly surfaced. Northward from Bagac 
as far as Moron the road had been 
improved and had a crushed rock surface 
which made it passable in all weather. 
The only method of continuing northward 
from Moron where the West Road ended 
was by a series of roundabout trails. "By and 

11 Collier, Notebooks, III, 21. 

u Skerry, Comments on Engineer Hist, No. 10. 



large," said Skerry, "this was an area where 
an American needed a map, compass and 
bolo even in the dry season. 13 

The main line of resistance on this side 
of the peninsula followed Mauban Ridge 
from Mauban on the coast to Mt. Silan- 
ganan. Holding the western portion of this 
line was the 3d Infantry, 1st Division 
(PA) ; to its right was a battalion of the 31st 
Field Artillery of the 31st Division (PA), 
equipped and organized as an infantry 
unit. On the extreme right, on the slopes 
of Mt. Silanganan., was Company K, 1st 
Infantry. Its mission was to establish con- 
tact with the 51st Division on the left of 
II Corps — an apparently impossible task 
in that uncharted, mountainous country. 
Only that portion of the main line of re- 
sistance held by the 3d Infantry was rein- 
forced; it had a double apron of barbed 
wire. The rest of the line "was unprotected 
by obstacles other than the natural jun- 
gle." 14 

The selection of Mauban as the western 
anchor of the main line of resistance had 
been debated before the war. In January 
1941, at General Grunert's direction, offi- 
cers of the 26th Cavalry (PS) had made a 
reconnaissance of a proposed Mt. Natib— 

" Ibid. 

" NLF and I Corps Rpt of Opns, pp. 16-17; SLF 
and II Corps Rpt of Opns, p. 28; Santos, The 1st 
Reg Div (PA) in Battle of Phil, p. 36; ltr, Brig Gen 
Kearie L. Berry, ret., formerly CO 1st Inf (PA), 
to author, 9 Jun 49, OCMH. 

General Bluemel, who commanded the west sector 
before Wainwright's arrival, had ordered Brig. Gen. 
Fidel V. Segundo, the 1st Division (PA) command- 
er, to establish contact with the left unit of the east 
sector. Segundo was unable to do so, and explained 
that there was no water on Mt. Natib and that he 
could not keep troops there. Bluemel finally sent a 
patrol led by his G-2 to establish contact with the 
troops to the east. The patrol was gone three days 
and failed to establish contact. Bluemel, Comments 
on Draft MS, Comment 15, OCMH. 

Moron line. When their report was in, 
Grunert ordered Wainwright, then com- 
manding the Philippine Division, to pre- 
pare plans for a line from Mt. Natib to the 
west coast of Bataan, in the vicinity of 
Moron or Mauban. Officers of the 45th In- 
fantry (PS) had then visited the area and 
decided to place the western anchor of the 
line at Mauban, where a 50- to 75-foot 
ridge commanded the beach and offered a 
clear field of fire for several hundred yards. 
The line established when the troops moved 
into Bataan, therefore, utilized the plans de- 
veloped before the war, and the first draft 
of the field order outlining positions on 
Bataan at the beginning of January 1942 
anchored the line at Mauban. 15 

In commenting on the first draft of the 
field order establishing this line, Colonel 
Casey, MacArthur's engineer officer, urged 
that the main line be placed further north, 
at Moron. Noting the excellent beach be- 
tween Moron and Mauban and recogniz- 
ing the danger of envelopment at Moron, 
he pointed out that "if the rear position 
[Mauban] only is held, it permits the con- 
centration of enemy on these beaches for 
attack on this flank." 16 He had recom- 
mended therefore that Moron be "organ- 
ized and defended" and the Mauban line 
used as a switch position. 

Although Mauban remained the anchor 
of the main line of resistance when the final 
plan was drawn up, an effort was made to 
meet Casey's objections. Two units, Com- 
pany I of the 1st Infantry and Troop G, 
26th Cavalry, were posted at Moron and 
along the stretch of sandy beach to the south 

w Bluemel, Comments on Draft MS, Comment 
11, OCMH; interv, Groce with Lt Col Edgar 
Wright, Jr., formerly with 45th Inf (PS), 2 Feb 49, 

"Memo, Casey for CofS USAFFE, 2 Jan 42, 
sub: Defense of Bataan, AG 381, Phil Reds. 



to prevent enemy landings and to deny the 
landing beaches at Moron to the enemy. 17 
The outpost line of resistance in the I 
Corps sector extended from the barrio of 
Bayandati, a mile and a half northwest of 
Mauban, eastward to a point about halfway 
up the slopes of Mt. Silanganan. The 3d In- 
fantry held this line, which paralleled its 
sector on the main line of resistance. To the 
rear, behind the main line, was the 2d Bat- 
talion, 1st Infantry, forming a regimental 
reserve line which stretched from the beach 
defense below Mauban across the West 
Road. 18 

Artillery support for Wainwright's corps 
was provided by the 71st Field Artillery 
(less 1st Battalion) , two batteries of the 91st 
Field Artillery, one battery of the 23d Field 
Artillery, a battery of 75-mm. guns (SPM) , 
and two 155-mm. guns. Colonel Fowler, 
who commanded this force, had altogether 
thirty-three pieces, all but two of which were 
75-mm. guns or 2.95-inch mountain howitz- 
ers. The 75's were emplaced along Mau- 
ban Ridge, just behind the main line of 
resistance, and along the high ground to the 
northeast. The SPM's were disposed along 
a ridge about 300 yards to the south, and 
the shorter range 2. 95 -inch guns placed far- 
ther forward. The two 155-mm. guns were 
emplaced along the high ground near Mau- 
ban Point to cover the sea approaches as 
well as those by land. Secondary positions 
for the artillery, located about 3,000 yards 

"Santos, 1st Reg Div (PA), p. 36; Chandler, 
"26th Cavalry Battles to Glory," Part 2, Armored 
Cavalry Journal (May- June 1947), p. 15. 

"NLF and I Corps Rpt of Opns, p. 17; Santos, 
1st Reg Div (PA), p. 36; Chandler, "26th Cavalry 
(PS) Battles to Glory," Part 2, Armored Cavalry 
Journal (May-June 1947), p. 15; Col K. L. Berry, 
Hist of 3d Inf, 1st Reg Div (PA), 19 Dec 41-9 
Apr 42, p. 2, copy lent author by Gen Berry, OCMH. 

to the rear, were selected, "but due to the 
excellent cover of the dense jungle around 
the primary positions," Colonel Fowler 
noted, "were not occupied until the last day 
and night." 19 

Defense of the beach south of the main 
battle position was assigned to Brig. Gen. 
Clifford Bluemel's 31st Division (PA). The 
division was responsible for a stretch of ap- 
proximately ten miles, from the regimental 
reserve line on the north to Saysain Point, 
with one battalion of the 45th Infantry 
(PS) at Bagac Bay. Actually, Bluemel's 
southern flank was extended south of the 
assigned limit by one battalion of the 31st 
Infantry ( PA) . In support of the 31st Divi- 
sion was a battery of the 92d Coast Artillery 
(PS), which had gone into Bataan with 
Bluemel and been assigned to cover Say- 
sain Point with its two 155-mm. guns. An- 
other battery of that regiment was located 
near Bagac. 20 

For corps reserve General Wainwright 
had the remnants of Selleck's 71st Division 
and Stevens' 91st Division, both badly 
mauled by their fight in northern Luzon. In 
an effort to secure one effective unit from 
these two divisions, the combat troops of the 
71st were placed under Stevens' command 
and the entire force reorganized. 21 The 26th 
Cavalry (PS), which had joined the I 
Philippine Corps after a difficult overland 
march from Layac junction, was also tired 

w Ltr, Fowler to author, 11 Mar 49, OCMH; 
NLF and I Corps Rpt of Opns, p. 18. 

M NLF and I Corps Rpt of Opns, pp. 18-19; 
Bluemel, 31st Div (PA), Rpt of Opns, pp. 7-8; 
Bluemel, Comments on Draft MS, Comment 13, 
OCMH; Harbor Defenses Rpt of Opns, p. 18. 

21 NLF and I Corps Rpt of Opns, pp. 18-19; Sel- 
leck, Notes on 71st Div (PA), p. 55. The 71st Divi- 
sion, although it remained a division on paper, 
ceased to function as one after 6 January. 



and disorganized. Since there were no re- 
placements for its animals and only a lim- 
ited supply of forage, it was shortly reorgan- 
ized into a motorized squadron of riflemen 
and a mechanized unit equipped with scout 
cars and Bren carriers. 22 

// Philippine Corps 

Defending the eastern half of the Bataan 
peninsula was General Parker's II Philip- 
pine Corps, holding a line approximately 
15,000 yards in length from Manila Bay to 
the I Corps boundary at Mt. Natib. 23 Un- 
like the western half of Bataan, the eastern 
coast was low and swampy and devoted 
largely to the growth of rice. Here the 
cleared ground provided good fields of fire, 
and when the troops reached their posi- 
tion the fiat ground to the front, consisting 
mainly of rice paddies, was flooded. The 
East Road was an excellent highway com- 
pared to the West Road and passed through 
many small, thriving communities such as 
Cabcaben, Lamao, Orion, Pilar, and Abu- 
cay. Inland, the II Corps sector became 
more mountainous and rugged as it ap- 
proached the high volcanic mass in the 
center of the peninsula. 24 

The main battle position in the II Corps 
sector, as in the I Corps sector, consisted 
of a main line of resistance, with an outpost 
and a regimental reserve line. The main 
line extended westward from Mabatang on 
the coast to the heights of Mt. Natib. The 
right flank, including the coastal plain and 
the East Road, was considered the most 

22 NLF and I Corps Rpt of Opns, p. 19; Chandler, 
"26th Cavalry (PS) Battles to Glory," Part 2, Ar- 
mored Cavalry Journal (May— June 1947), p. 15. 

23 SLF and II Corps Rpt of Opns, p. 20 and map, 
App. 5. 

24 Collier, Notebooks, III, 21, 23; Skerry, Com- 
ments on Engineer Hist, No. 10. 

critical portion of the line. The enemy, ad- 
vancing unopposed down the East Road, 
was expected to make his first attempt to 
breach the main battle position at this point. 
In this sector, therefore, Parker placed the 
fresh, well-trained Scouts of the 57th In- 
fantry. They were to hold a line from 
Manila Bay across the road and approxi- 
mately 2,000 yards inland as well as a por- 
tion of the .beach as far south as Balanga. 26 
Next to the 57th Infantry, extending the 
main line of resistance 6,500 yards to the 
west, was Brig. Gen. Vincente Lim's 41st 
Division (PA). One of the first units to 
reach Bataan, the division was as yet un- 
tried in battle. Its three infantry regiments 
were disposed abreast to give maximum 
protection to the division front, which ex- 
tended along the precipitous heights of the 
gorge above the shallow Balantay River. 26 
The rest of the II Corps main line, from the 
left of the 4 1 st Division to the slopes of Mt. 
Natib, was held by Jones's 51st Division 
which had reached Bataan during the night 
of 3-4 January. The division, less its 5 2d 
Infantry, which was on beach defense until 
1 1 January, held a front of more than 5,000 
yards along the Balantay River. On the 
right was the 51st Infantry. On the west, 
holding down the corps left flank and trail- 
ing off into scattered foxholes, was the 53d 

M USAFFE FO 1, 6 Jan 42, AG 300.4 (28 Dec 
41) Phil Reds; SLF and II Corps Rpt of Opns, p. 
23; Maj John E. Olson, Opns of 57th Inf (PS) at 
Abucay, 10-23 Jan 42, pp. 9, 11, and Maj Ernest 
L. Brown, Opns of 57th Inf (PS), Abucay, Jan 42, 
p. 8 (papers prepared for Advanced Officers Course, 
in 1947—48 and 1946—47, respectively, The Infantry 
School); Phil Div Rpt of Opns, pp. 10—11, Annex 

K SLF and II Corps Rpt of Opns, p. 21 and map, 
App. 5; ltr, Col Malcolm V. Fortier to Hist Reds 
Sec Bd, Hq Fourth Army, 14 May 46, sub: Opns 
of 41st Div (PA), p. 1, copy sent to the author by 
Colonel Fortier, formerly senior instructor of the 
41st Division, OCMH. 



Infantry. The 5 2d was placed in reserve 
when it rejoined the division. 27 

Fortifications along the II Corps line 
were far stronger than in Wainwright's 
sector. At least as far west as the 51st Divi- 
sion there was a double apron of barbed 
wire. Working with only a small number 
of picks, shovels, and axes, and substitut- 
ing bayonets and the covers of mess kits 
for individual entrenching tools, the men 
were able to clear fields of fire, dig foxholes, 
trenches, and gun emplacements, and con- 
struct camouflage overhead. The Japanese 
later wrote that they found "the strongest 
sort of field fortifications on the II Corps 
line." "Covered rifle pits and machine gun 
emplacements had been constructed," they 
reported, "and these formed the main struc- 
ture of the fire network ; between them were 
placed foxholes. . . . The fields of fire had 
been cleared of cover; camouflage was 
thorough; the rear communications net- 
work had been carefully and thoroughly 
laid." 28 

Only in the 51st Division sector, on the 
corps left, were the fortifications inadequate. 
Here the establishment of a military line 
along the jungled slopes of Mt. Natib 
proved impossible in the time and with the 
tools available. No regular line was organ- 
ized in this area where patrols operated with 
the greatest difficulty. Mt. Natib remained 
an insuperable barrier to the establishment 
of physical contact between the two 
corps. 29 

ST SLF and II Corps Rpt of Opns, pp. 21, 31; 
interv, Falk with Jones, 13 Jun 50; Jones, Chrono- 
logical Order of Events, 51st Div (PA), 29 Dec 
41-26 Jan 42, pp. 1-2, copy lent the author by 
General Jones, OCMH. 

28 65th Brig, Combat in the Mt. Natib Area, 
Bataan 9-27 Jan 42, ATIS Enemy Pub 151, 13 Jul 
44, p. 1 ; SLF and II Corps Rpt of Opns, p. 20. 

"SLF and II Corps Rpt of Opns, p. 20; Jones, 
51st Div (PA) Order of Events, p. 2. 

Long-range artillery support in Parker's 
sector was provided by the 86th Field Ar- 
tillery Battalion ( PS ), with twelve 155-mm. 
guns (GPF), and the 301st Field Artillery 
Regiment (PA), with sixteen guns of the 
same type and two 155-mm. howitzers. 
Emplaced west of Abucay, these pieces were 
in position to cover all of the main battle 
positions and the East Road. Providing 
direct support to the 57th Infantry along 
the coastal road and the beach was the 1st 
Battalion, 24th Field Artillery (PS), with 
one battery on the main line of resistance 
and two more near Abucay. Additional 
support was furnished by a battery of the 
88th Field Artillery (eight 75-mm. guns) 
and the 2d Battalion of the 24th, which 
also supported the 41st Division from a 
position southeast of Abucay. Each of the 
divisions had its own divisional artillery in 
support as well, with the 2.95-inch how- 
itzers of the 41st in position to back up the 
51st Division. That division had only eight 
75-mm. guns of a type unsuitable for use 
in the rugged country to which it was as- 
signed. 30 

Defense of the Manila Bay coastline in 
the II Corps sector, from Balanga, where 
the 57th line ended, as far south as Limay, 
after 1 1 January was assigned to the 1 1th 
Division (PA). In addition to its own ar- 
tillery regiment, it had the support of the 

*°SLF and II Corps Rpt of Opns, pp. 21-23, 
29 and App. 5; Shreve, Diary, pp. 21-22; Col 
Alexander S. Quintard, The 301st FA (PA), p. 4, 
OCMH; ltr, Capt Willard A. Smith to author, 
23 May 49, OCMH; copy of parts of a narrative by 
Col Quintard, CO 301st FA, p. 2; 2d Bn, 24th 
FA (PS), extract from Priestley Diary, Notebook 1, 
p. 15; Olson, 57th Inf (PS) Opns at Abucay, pp. 
11, 12; Brown, 57th Inf (PS) Opns at Abucay, 
p. 9; ltr, Lt Col Charles E. N. Howard, Jr., to 
TAG, n.d., sub: Unit Hist, 2d Bn, 88th FA (PS), 
7 Dec 41-9 Apr 48, pp. 2, 5-6, copy of this letter 
and a longer draft sent to author and on file in 



21st Field Artillery, detached from its par- 
ent unit for beach defense. The rest of the 
21st Division was in corps reserve. 31 

By the end of the first week in January 
the main battle position on Bataan was or- 
ganized and the troops in place. The Japa- 
nese, who on the 7th had taken Layac Junc- 
tion, the gateway to Bataan, were already in 
position to move against the American line. 
"It was felt," wrote Colonel Collier, "that 
the enemy would continue his close follow 
up of our troops and launch an early push 
against the right of the II Corps [along] 
the East Road." 32 Unlike the rest of Lu- 
zon, Bataan offered no room for maneuver 
and little space for withdrawal. The Japa- 
nese would have to be held as long as pos- 
sible at each position. Except for the few 
who would be fortunate enough to reach 
Corregidor, there was no retreat from Ba- 

The Status of Supply 

The supply situation on Bataan was se- 
rious from the start and became steadily 
worse through the campaign. Originally, 
under the Orange plan, supplies for 43,000 
men for a period of six months were to 
have been moved to the peninsula on the 
outbreak of war. MacArthur's order to 
fight it out on the beaches had invalidated 
this plan, and when war came supplies and 
equipment were moved forward to advance 
depots to support the troops on the front 
lines. At that time there were stored on 
Bataan 2,295,000 pounds of canned sal- 
mon, 152,000 pounds of fruits and vege- 

"Mallonee, Bataan Diary, II, 18-20; SLF and 
II Corps Rpt of Opns, p. 23. 
" Collier, Notebooks, III, 18. 

tables, 6,000 pounds of miscellaneous foods, 
and 400,000 gallons of gasoline. 33 

Full-scale movement of supplies to Ba- 
taan did not begin until the decision was 
made on 23 December to withdraw to Ba- 
taan. By that time the number of troops 
to be supplied during the siege of Bataan 
had increased from the planned 43,000 to 
almost 80,000, in addition to about 26,- 
000 civilians who had fled to Bataan to 
escape the invading army. Moving to Ba- 
taan enough food and supplies to keep so 
large a force in action for a period of 180 
days would have been extremely difficult 
under the most favorable circumstances. To 
accomplish it in about one week, during the 
confusion of war and retreat, proved to be 
an impossible task. 

Some preparations had been made for the 
transfer of supplies to Bataan even before 
the orders for a general withdrawal had 
been issued on the evening of 23 December. 
Lt. Col. Otto Harwood, a quartermaster 
officer, had gone to Limay on Bataan on 
14 December to disperse the defense re- 
serves stored there the previous summer, 
and Col. Alva E. McConnell of the Philip- 
pine Quartermaster Depot had begun to 
ship small quantities of food and petroleum 
products to Bataan some days before the 
23d. Altogether Harwood received from 
Manila for storage on Bataan approxi- 
mately 750,000 pounds of canned milk, 
20,000 pounds of vegetables, 40,000 gallons 

33 Col Otto Harwood, Storage of Supplies on 
Bataan, p. 1, App. A, QM Rpt of Opns; Stauffer, 
Quartermaster Operations in the War Against 
Japan, Ch. I. Mr. Stauffer's chapter, plus the QM 
Rpt of Opns, Annex XIII, USAFFE-USFIP Rpt of 
Opns, and the appendixes to this report, especially 
the narratives in Appendix A, have been used in the 
preparation of this section. 



of gasoline, and 60,000 gallons of lubricat- 
ing oils and greases. The Si-Kiang, bound 
for Indochina with 5,000,000 pounds of 
flour and large quantities of petroleum, was 
seized and brought to Bataan, but unfor- 
tunately was bombed and sunk before the 
flour could be unloaded. 34 

The large-scale movement of supplies to 
Bataan and Corregidor began after 23 
December. First Corregidor was stocked 
with enough reserves to supply 10,000 men 
for six months. This task required only one 
day since the island already had rations 
for 7,000 men. The movement of supplies to 
Bataan was more difficult, largely because 
of transportation problems, the brief period 
of time in which to accomplish the task, 
and the size of the shipments. 

The only land route to Bataan was the 
one being used by the retreating troops. 
Until 31 December the roads to San Fer- 
nando and into the peninsula could be 
used, but with difficulty. The shortage of 
motor vehicles further limited the quanti- 
ties of supplies that could be dispatched by 
this means. After that date the land route 
from Manila to Bataan was closed. The rail 
net north of Manila, the best in the archi- 
pelago, proved of limited value because of 
the shortage of rolling stock and the deser- 
tion of train and engine crews. 

There was no time to evacuate the depots 
in northern Luzon and scarcely time to get 
out part of the reserves from Forts Mc- 
Kinley and Stotsenburg. Many of the troops 
became afflicted with "withdrawal fever" 
and left behind much that they could have 
taken. At Stotsenburg, long before the Jap- 
anese were within striking distance, the post 
was evacuated. Food, clothing, and other 

s * Harwood, Storage of Supplies on Bataan, pp. 
1-3, and Lt Col Irvin Alexander, Supply Problems, 
p. 2, both in App. A, QM Rpt of Opns. 

supplies, it is reported, were left behind by 
post personnel, to be picked up later by the 
withdrawing troops. The same thing is sup- 
posed to have happened at Clark Field, 
adjacent to Stotsenburg, where 250,000 
gallons of aviation gasoline and several 
obsolete but serviceable planes were left be- 
hind. 35 North and South Luzon Force com- 
manders were instructed to pick up what- 
ever food they could on their way to Bataan, 
and to turn their supplies in when they 
reached the peninsula. "Not an ounce" 
was turned in, noted the quartermaster, al- 
though the divisions brought in between ten 
and twenty-five days' supply of food.*'' 

Most of the supplies for Bataan came 
from Manila, where the port area with its 
large warehouses and loaded ships was filled 
with stores of all kinds. Bataan, only thirty 
miles away across the bay, could be reached 
easily by almost every type of vessel. With the 
shortage of motor and rail transportation, 
water transport become the chief means of 
getting supplies from the capital to Bataan. 
The quartermaster's Army Transport Serv- 
ice, led by Col. Frederick A. Ward and 
staffed largely by civilian volunteers, took 
over all the available barges, tugs, and 
launches and used them for the journey. 
The first two were slow, but they had the 
advantage of being easily unloaded at the 
three piers on Bataan where dock facilities 
were primitive. 

At the Manila end loadings were ham- 
pered by the Japanese bombings of the port 
area between the 27th and 30th and the 
shortage of stevedores. The latter was par- 
tially overcome by the use of some two 
hundred American and British civilians 
who volunteered to work as dock hands. Al- 
together, a total of approximately 30,000 

"° See above f Ch. X,| p. 18. 
M QM Rpt of Opns, p. 23. 



tons of supplies was shipped to Bataan and 
Corregidor by barge and unloaded by the 
time the Japanese occupied Manila on 2 

Also loaded, but still lying out in the bay 
at this time, were another 150 barges and 3 
freighters. These vessels were unloaded dur- 
ing the weeks that followed at times when 
they would be safe from Japanese attack, 
usually at night. But large quantities of food, 
supplies of all kinds, and gasoline were left 
behind on the docks and in commercial stor- 
age. What the civilians in Manila did not 
take away with them just before the Japa- 
nese entered the city, the conquerors ap- 
propriated. 37 

At the time the decision was made to 
withdraw to Bataan, ammunition and food 
appeared to be the most critical items of 
supply and they were accorded first prior- 
ity. Second priority went to defense mate- 
rials and to gasoline. All other supplies were 
given third priority. When rations and am- 
munition had been shipped, medical sup- 
plies, demolitions, barbed wire, and gaso- 
line moved to the top of the priority list. 

The movement of ammunition and ord- 
nance supply to Bataan progressed swiftly. 
Before the war all units had been issued one 
unit of fire and a second was issued when 
units moved into defensive positions along 
the beach. Some ordnance materials had 
been stored at Forts Stotsenburg and Mc- 
Kinley, but two thirds of the ammunition 
reserves, about 15,000 tons, as well as six 
carloads of replacement parts for the tanks, 
were already in Bataan on 8 December. 
During the last week of the year another 
15,000 tons of ammunition and ordnance 

" Col Ward, ATS Activities, Lt Col Michael A. 
Quinn, Motor Transport Service Activities, and Lt 
Col Richard G. Rogers, Traffic Control Opns, Apps. 
B, C, and E, QM Rpt of Opns. 

supplies were shipped to Bataan. An inven- 
tory of 5 January revealed that the sup- 
ply of ammunition was satisfactory and 
that the shortages anticipated would not 
develop. 38 

The shortage of rations proved to be even 
more serious than expected, and from the 
start the scarcity of food was the most 
alarming fact in the situation of the 80,000 
troops on Bataan. The transfer of rice to 
Bataan had proved difficult because of 
Commonwealth regulations which stipula- 
ted that neither rice nor sugar could be 
removed from one province to another. 
When the time came to move supplies to 
Bataan, authority was requested to take 
these commodities but permission was not 
received in time. In this way 10,000,000 
pounds of rice at the Government Rice 
Central at Cabanatuan was lost. 39 Even the 
seizure of Japanese-owned stocks was pro- 
hibited. At Tarlac Lt. Col. Charles S. Law- 
rence, commander of the depot there, 
planned to take over about 2,000 cases of 
canned food, mostly fish and corned beef, as 
well as a considerable quantity of clothing 
that belonged to Japanese firms. He was 
informed by MacArthur's headquarters 
that he had no right to do so and that he 
would be court-martialed if he did. These 
supplies were later destroyed during opera- 
tions. 40 

On 3 January an inventory of the food 
in the hands of the quartermaster on 

,s Gen McBride, Notes on the Fall of Bataan ; 
Weaver, Comments on Draft MS, Comment 34, 
OCMH. General McBride, Service Command 
Luzon Force commander, died in prison camp. A 
copy of this report was borrowed from Colonel 
Selleck and is on file in OCMH. It will be here- 
after cited as McBride, Notes on Bataan Service 

" QM Rpt of Opns, pp. 19-23. 

40 Lawrence, Tarlac Advance QM Depot Rpt of 
Opns, pp. 4-5, App. A, QM Rpt of Opns. 



Bataan was prepared. This inventory re- 
vealed that there was only a 30-day supply 
of unbalanced field rations for 100,000 
men, including a 50-day supply of canned 
meats and fish, 40 days of canned milk, 30 
of flour and canned vegetables (string 
beans and tomatoes), and 20 of rice, the 
most important element of the Philippine 
diet. There were some staples such as sugar, 
salt, pepper, lard, and syrup, but almost no 
fresh meat or fruit and only limited quan- 
tities of canned fruits, coffee, potatoes, 
onions, and cereals. 41 

The necessity for drastic action was ap- 
parent. On 5 January MacArthur approved 
the recommendation of his quartermaster, 
General Drake, that the troops and civilians 
on Bataan and Corregidor be placed on half- 
rations, and the necessary instructions were 
issued to the local commanders. 42 

The half-ration, containing about 2,000 
calories, half the normal requirements of an 
active man, was obviously inadequate to 
the needs of fighting troops who had to work 
as much as twenty hours a day, under the 
most difficult conditions and in the worst 
kind of climate and terrain. Fortunately 
many of the men had accumulated food 
during the withdrawal and this supply was 
used to supplement the meager diet. Colonel 
Mallonee, instructor of the 21st Field Ar- 
tillery (PA), for example, had a case and 
a half of mixed canned goods, forehand- 
edly purchased before the withdrawal. On 
his way past Fort Stotsenburg he picked up 
another half case. Although he gave part of 
his private stock to some of his fellow offi- 
cers, he kept a large portion of the two cases 
for himself. Yet, with this additional sup- 

41 Inventory of Rations, 3 Jan 42, AG 430.2 (3 
Jan 42) Phil Reds. 

41 Rad, MacArthur to CG Bataan Service Com- 
mand, 5 Jan 42, AG 430 (25 Dec 41 ) Phil Reds. 

ply of food, he wrote, "I had to do a tailor- 
ing job on my waistband twice. . . ." 4a 

Heroic measures to augment the food 
supply were obviously necessary if the 
troops on Bataan were to hold out for the 
required six-month period. No sooner had 
the withdrawal been completed than the 
quartermaster began to exploit every pos- 
sible resource on the peninsula to increase 
his stores. Fortunately, it was the harvest 
season and the rice stood ripe in the fields. 
It was only necessary to bring it to the mills, 
which the engineers were ordered to build 
near Limay. Plans were made to secure 
fresh meat by slaughtering carabao, the 
Philippine draft animal, and a large abat- 
toir was established by the veterinarians. 
In addition, the units in the field butchered 
whatever carabao or other animals they 
could capture. A fishery was established at 
Lamao, and plans were made to utilize the 
catch of the local fishermen who went out 
each night until prevented from doing so by 
Japanese fire. Salt was secured by boiling 
sea water in large iron cauldrons. Before the 
troops had been on Bataan long, no local 
resource that would yield any additional 
amount of food was being overlooked. 44 

So serious was the shortage of food after 
the first few weeks on Bataan that the search 
for food assumed more importance than the 
presence of the enemy to the front. Every 
man became a hunter, and rifle shots could 
be heard at all hours far from the Japanese 
lines. Lt. Col. Irvin Alexander, a quarter- 
master officer, wrote: 

Any carabao which was encountered in the 
jungle was classed as wild and neither his an- 

43 Mallonee, Bataan Diary, II, 12. 

44 Frank Hewlett, "Quartermasters on Bataan," 
Quartermaster Review, XXI (May— June 1942), 
64; Capt Harold A. Arnold, "The Lesson of Ba- 
taan," Quartermaster Review, XXVI (November- 
December 1942), 14. 



ccstry nor his ownership was investigated. 
The wild game was not too numerous and it 
was very shy so that only the cunning and 
lucky hunters were successful in bringing in 
meat. Lack of success did not discourage the 
hunters. . . . One Filipino . . . caught a 
snake and ate it one day to die unpleasantly 
the next. There were always plenty of experi- 
menters ready to try any kind of native flora 
or fauna which might prove edible ... al- 
though the experimenting individual fre- 
quently paid a high price. 45 

The supply of clothing on Bataan, while 
not as alarming as the shortage of food, was 
just as limited. It had been scanty at the 
beginning of the war and was almost gone 
by the time the men reached Bataan. The 
regular garrison of U.S. Army troops and 
Philippine Scouts had been comparatively 
well clad when they took the field, but the 
Philippine Army had been only partially 
clothed and equipped. Those who had been 
inducted before the war were far more for- 
tunate than the Filipinos mobilized after 
hostilities began. The uniforms and equip- 
ment of these men consisted of odds and 
ends, whatever was on hand for issue and 
whatever they could salvage or buy. Early 
in January the Quartermaster had only 
10,000 pairs of trousers and shorts and an 
equal number of shirts and blue denim 
suits. Obviously this amount of clothing was 
hardly enough for 80,000 men fighting in 
heavy jungle and mountains, in a wet cli- 
mate where days were hot and nights cold, 
and where tangled vegetation quickly tore 
shirts and trousers. The army service shoe, of 
which there were 50,000 pairs on Bataan, 
was of little use to the Filipino soldier whose 
feet were too narrow for footgear built on 
American lasts. 

The absence of mosquito netting, shelter 
halves, blankets, and sun helmets was as 

45 Alexander, Supply Problems, p. 5, App. A, 
QM Rpt of Opns. 

serious as the shortage of clothing. The phys- 
ical deterioration of the troops and the high 
incidence of malaria, hookworm, and other 
diseases were caused as much perhaps by 
the lack of proper protection against the 
weather and the jungle as the unbalanced 
and deficient diet. 

Provision had been made in war plans 
for a general hospital on Bataan. At Limay, 
where the defense reserves were stored, all 
supplies for the hospital were already as- 
sembled when the order to withdraw was 
given. General Hospital No. 1 was estab- 
lished on 23 December and before the end 
of the month another general hospital was 
organized not far from Cabcaben. The 
medical depot in Manila, where supplies 
and equipment for a 10,000-bed hospital 
center had been established at the start of 
the war, began to transfer this vast ac- 
cumulation of medical supplies to Bataan 
after the 23d. But only enough was brought 
in to assure an adequate supply of drugs 
and medical equipment for the first part of 
the siege of Bataan. By the end of February 
a critical shortage of several drugs, the most 
important of which was quinine, had al- 
ready developed. 46 

The supply of petroleum products on Ba- 
taan was adequate for several months if 
strict economy was practiced. During the 
first week or two on Bataan there was no 
control over the use of gasoline. When it 
was discovered that stocks were being de- 
pleted at the rate of 14,000 gallons a day, 
the supply was closely rationed. Ultimately 
the consumption of gasoline was reduced to 
4,000, then 3,000 gallons daily. 

"Col Wibb E. Cooper, Medical Dept Activities 
in Phil, pp. 54-56, 57, 78, Annex XIV, 
USAFFE-USFIP Rpt of Opns; McBride, Notes on 
Bataan Service Command, pp. 113-14; ltr, Col 
Harold W. Glattly to Ward, 8 Jan 52, OCMH. 



Motor vehicles were much sought after 
on Bataan. The various services and units 
commandeered vehicles for their own use 
and hijacking of both vehicles and loads 
was common. The provost marshal did his 
best to stop this practice, with little success. 
Finally, all vehicles except those organic 
to units were ordered into motor pools. 
When the order failed to bring in the vehi- 
cles, a search and seizure system was in- 
augurated. The military police stopped ve- 
hicles and if the drivers could not prove that 
they were on a legitimate mission they were 
directed to one of the motor pools. But most 
of the vehicles had been well hidden and 
the most careful search failed to locate them. 
Only later, when gasoline was rationed and 
the units could not operate the vehicles, were 
they turned in. 47 

Engineer supply, like that of the other 
services, was limited and carefully con- 
trolled. The engineers had managed to ship 
to Bataan and Corregidor more than 
10,000 tons of their supplies, in addition to 
organizational equipment, by the end of 
December.* 8 These included 350 tons of ex- 
plosives, 800 tons of valuable barbed wire, 
200 tons of burlap bags for use as sandbags, 
and large quantities of lumber, construction 
material, and depot stocks. During the with- 
drawal, engineer supplies had been evacu- 
ated from advance depots along the route 
of retreat and moved to Lubao, a short dis- 
tance north of Bataan. From there they 
were to be transferred to two locations on 
Bataan. Despite congestion along the roads, 
the shortage of transportation, and the con- 
fusion of retreat, the final evacuation of en- 

** McBride, Notes on Bataan Service Command, 
p. 113. 

" The material on engineer supply is derived from 
Engineers in the Southwest Pacific, 1941-1945, Vol. 
I, Engineers in Theater Operations, p. 19, and 
Vol. Ill, Engineer Supply, pp. 6, 9, and 11. 

gineer supplies from the Lubao depot was 
completed by 6 January. 

The first engineer troops to reach Bataan 
were put to work immediately on airfield 
construction to accommodate the few 
fighter craft still left and those which, it was 
hoped, might yet arrive from the United 
States! Work was also begun on access roads 
to the main highway along the east coast 
of Bataan and on a lateral road from east 
to west across the slopes of the Mariveles 
Mountains. 49 

The main work on fortifications along 
the front was performed by the infantry 
and artillery, but the engineers improved 
these positions, strung wire, and laid mines. 
They maintained roads and bridges and 
prepared demolition charges where neces- 
sary. In addition to serving the troops along 
the front, they built camps for the 26,000 
civilians who had taken refuge on Bataan, 
sawmills to provide lumber for buildings 
and bridges, and rice mills to feed the men. 
The greatest handicap to engineer activity 
was the lack of trained engineer troops. 
Civilian labor was used wherever possible, 
but there was no substitute for trained engi- 
neer officers. So small was their number that 
in one instance a civilian served for a time as 
the commander of an engineer battalion. 60 

The shortage of supplies of all types, and 
especially of food, had a greater effect on 
the outcome of the siege of Bataan than any 
other single factor. "Each day's combat, 
each day's output of physical energy," 
wrote one officer in his diary, "took its toll 
of the human body — a toll which could not 
be repaired. . . ." 61 When this fact is 
understood, he added, the story of Bataan 
is told. 

" Engineer Supply, p. 9, n. 6. 

*° Engineers in Theater Operations, p. 19. 

" Mallonee, Bataan Diary, II, 16. 

BRIDGES ON BATAAN. Top left, straw ready to be set on {ire is piled over a 
wooden bridge; top right, remains of a steel bridge ; bottom, foundation for a 
temporary bridge is prepared. 



The Enemy and His Plan 

While General Mac Arthur's force on 
Luzon was preparing the defenses of Ba- 
taan, the enemy 14th Army was being re- 
organized. Original Japanese plans had 
called for the reduction of Luzon fifty days 
after the start of war. At that time the 48th 
Division, Homma's best unit, and most of 
the 5th Air Group were to leave the Phil- 
ippines for operations elsewhere. The mop- 
up would be left to a garrison unit, the 65th 
Brigade, and the 16th Division. The bri- 
gade, with attached service and supply 
troops, was to reach Luzon on the forty-fifth 
day of operations, 22 January. 52 

Sometime late in December, Gen. Count 
Hisaichi Terauchi, Southern Army com- 
mander, and Admiral Kondo, commanding 
the 2d Fleet, jointly recommended to Im- 
perial General Headquarters that 16th 
Army's invasion of Java be advanced about 
one month ahead of schedule. This sugges- 
tion found willing listeners in Tokyo. Rea- 
soning that such a move would result in 
the rapid occupation of the Southwest Pa- 
cific while the Allies were still off balance, 
and noting the success of Homma's forces 
in the Philippines, Imperial General Head- 
quarters approved the Terauchi-Kondo 
proposal and ordered the transfer of the 
48th Division to 16th Army at a much 
earlier date than originally planned. On 2 
January, as 14th Army units entered Ma- 
nila, General Homma received notice from 
Southern Army that the 48th Division 
would soon be transferred. Orders for the 
transfer of the division as well as the 5th 
Air Group reached Manila during the next 
few days, and on 5 January staff officers of 

•* 14th Army Opns, I, 24-25. 

Southern Army arrived in the Philippines 
to supervise the transfer. 63 

In the opinion of 14th Army the transfer 
of ground and air troops from the Philip- 
pines showed a lack of understanding of the 
situation by. higher headquarters. 54 Actu- 
ally, both Southern Army and Imperial 
General Headquarters recognized that this 
early redeployment might jeopardize opera- 
tions in the Philippines, but they were will- 
ing to take this risk in order to hasten the 
attack on Java and free themselves for any 
move by the Soviet Union. "Difficulties 
would undoubtedly arise in the future in 
the Philippines," the Japanese believed, 
"but the Southern Army thought that the 
Philippines could be taken care of after the 
conclusion of the campaign in Java." BS 

The removal of the 48th Division from 
Homma's command at a date earlier than 
originally planned might well have left him 
with only the 16th Division to open the at- 
tack against Bataan. Fortunately for the 
Japanese cause, Homma had ordered the 
65th Brigade to make ready for departure 
from Takao in Formosa only a week after 
the start of hostilities. This decision to em- 
bark the brigade somewhat sooner than 
scheduled was made without reference to 
the early departure of the 48th but was ap- 
parently based on the unexpected lack of 
American resistance to the initial landings 

"14th Army Opns, I, 73, 75, 77; Statement of 
Maeda, 2 Mar 50, ATIS Doc 56234, Interrogations 
of Former Japanese Officers, Mil Hist Div, GHQ 
FEC, II; USA vs. Homma, p. 3225, testimony of 
Homma; Hist Army Sec, Imperial GHQ, pp. 40, 
41 ; Southern Army Opns, p. 16. 

" 14th Army Opns, I, 75; Interrog of Col Motoo 
Nakayama, 14th Army Senior Opns Officer, Apr 47, 
Interrogations of Former Japanese Officers, Mil 
Hist Div, GHQ FEC, I. 

" Southern Army Opns, p. 16. 



in northern Luzon.™ On 27 December, 
Homma ordered Lt. Gen. Akira Nara, the 
brigade commander, to sail from Takao 
with all the troops then scheduled to re- 
inforce 14th Army. Delayed in his depar- 
ture by a typhoon, Nara finally set sail with 
his convoy of fourteen ships and naval escort 
on 30 December. At 1400 on New Year's 
Day the troops began to debark at Lingayen 
Gulf. 57 

The day the 65th Brigade landed in the 
Philippines it was ordered to move by foot 
to Tarlac. Within three days advance ele- 
ments had entered the town. On the 6th 
the brigade reached Angeles and began to 
concentrate along Route 74, as far south as 
Porac. 58 "They had made their march," re- 
marked General Nara proudly of his troops, 
"but were footsore and exhausted." 58 

Southern Army had stripped General 
Homma of some of his best ground and air 
units just before the start of the battle of 
Bataan. All he had left was the 16th Divi- 
sion, which "did not have a very good repu- 
tation" for its "fighting qualities," the 65th 
Brigade, the 7th Tank Regiment, support- 
ing arms and services, and a small air unit 
of less than seventy fighters, bombers, and 
reconnaissance planes. 60 Only in the air 
were the Japanese assured of superiority. 

The brigade which replaced the well- 
trained and equipped 48th Division was, in 
the words of its commander, "absolutely 
unfit for combat duty." 61 Organized in 

M 14th Army Opns, I, 39. 

"Ibid., 32, 60-61, 65. One regiment of the bri- 
gade landed at Laoag or Vigan. The rest of the 
force landed between San Fabian and Mabilao. 

"Ibid., 66, 73, 75-76, 91; 65th Brig Opns Rpt, 
Mt. Natib, pp. 2-3. 

" 65th Brig Opns Rpt, Mt. Natib, p. 2. 

°° The quotation is from USA vs. Homma, p. 
3057, testimony of Homma. See also p. 3232; and 
5th Air Gp Opns, pp. 50-51. 

" 65th Brig Opns Rpt, Mt. Natib, p. 3. 

early 1941 as a garrison unit, it had a total 
strength of about 6,500 men. Its three in- 
fantry regiments, the 122 d, 141st and 142d 
Infantry, consisted of but two battalions, 
each organized into three rifle companies 
and one machine gun company. The 
brigade had few vehicles and no artillery 
unit, but at least one of the regiments and 
possibly the others had a battery of field 
artillery. Organic to the brigade was a field 
hospital, an engineer unit, and a signal unit 
no larger than a "telegraph platoon." The 
majority of the enlisted men were conscripts 
and the month of training at Formosa was 
entirely inadequate. Unit training had pro- 
gressed only as far as the company. 62 

General Homma and the majority of the 
14th Army staff believed that American re- 
sistance on Bataan would be weak and that 
operations there would be quickly con- 
cluded. The plan for the attack, therefore, 
was conceived of as a pursuit rather than an 
assault against a strongly fortified position 
in depth. 63 

This conception was confirmed by intelli- 
gence reports. The 14th Army staff esti- 
mated that Mac Arthur had 40,000 to 
45,000 men, about 40 tanks, and a few 
fighter planes on Bataan and Corregidor. 
On Bataan alone, Homma was told by his 
intelligence officer, there were only 25,000 
men. The American "regular" 31st Divi- 
sion and the "fortress unit" on Corregidor 
were believed to total 35,000 while the rem- 
nants of the Philippine Army units alto- 
gether comprised 5,000 to 10,000 more. Re- 
ports received from air reconnaissance gave 

" Ibid.; 14th Army Opns, I, 66, 73, 97. 

"Statement of Maeda, 2 Mar 50, ATIS Doc 
56234, Interrogations of Former Japanese Officers, 
Mil Hist Div, GHQ FEC, II. No orders dealing 
with the forthcoming operation were received from 
Southern Army or Imperial General Headquarters 
at this time. 



no reason to believe that the Americans and 
Filipinos had constructed any strong in- 
stallations on Bataan. 

The physical condition of the troops on 
Bataan was believed to be poor. All units 
in combat had been badly cut up, rations 
had been reduced by half, and the entire 
American-Filipino army was on a skimpy 
two-meals-a-day diet. Desertions by Filipino 
troops were believed to be heavy and the 
Japanese fully believed that the Americans 
had taken strong measures to halt these de- 
sertions and the surrender of individuals. In 
support of these conclusions they pointed 
out that the bodies of Philippine soldiers 
had been found tied to trees. 64 

With this picture of the enemy, it is not 
surprising that General Homma believed 
the capture of the peninsula would be an 
easy task. His estimate of the American 
scheme of defense was that MacArthur's 
forces would make their strong stand 
around Mariveles and then withdraw to 
Corregidor. Seizure of the island fortress 
would not be easy and a "sea blockade" 
might be necessary before the island would 
be reduced. On the whole, "the threat of 
enemy resistance was taken lightly" by 14th 
Army. 65 

On the theory that the campaign would 
be a light one, Homma assigned the seizure 
of Bataan to the inexperienced and un- 
trained 65th Brigade. His plan was to have 
the brigade advance in two columns, one 
along the east coast through Abucay to 
Balanga and the other down the opposite 
shore through Moron to Bagac. Once these 

04 14th Army Opns, I, 87, 89; USA vs. Homma, 
p. 3057, testimony of Homma. 

B Interrog of Maeda, 10 May 47, Interrogations 
of Former Japanese Officers, Mil Hist Div, GHQ 
FEC, I. "General Homma," remarked his chief of 
staff, "thought only in terms of continuing the 

objectives had been taken, Nara was to 
send the main force of his brigade south 
from Balanga, while a smaller force drove 
on from Bagac. Both were to push towards 
Mariveles, the 14th Army operation order 
read, "with the annihilation of the enemy 
on Bataan Peninsula as their objective." 00 

Attached to the 65th Brigade for the Ba- 
taan operation were infantry, artillery, ar- 
mor, and service units of all types. From 
the 16th Division came the 9th Infantry, 
a battalion of field artillery ( 75 -mm. guns) , 
an engineer regiment, and a medical unit. 
The 48th Division supplied two battalions 
of artillery (75-mm. mountain guns), 
which were pulled out a short time later. 
Armored support consisted of the 7th Tank 
Regiment, and artillery support was fur- 
nished by Army : 1st Field Heavy Artillery 
Regiment (150-mm. howitzers), the 8th 
Field Heavy Artillery Regiment (105-mm. 
guns), and the 9th Independent Heavy Ar- 
tillery Battalion (150-mm. howitzers). 
Service and support units from Army com- 
pleted the force available to General Nara 
for the forthcoming operation. 67 

Direct support for the 65th Brigade's op- 
erations on Bataan was to be provided by 
the air unit under Col. Komataro Hoshi. e " 
This unit was made responsible for recon- 
naissance, artillery spotting, and support 
missions. Starting on 10 January it was to 
base at Clark Field and from that date 
through the 1 3th was to attack I Corps ar- 
tillery positions, the airstrips on Bataan, and 

K 14th Army Opns Order, Series A, No. 155, 
1200, 11 Jan 42, and 65th Brig Opns Order, Series 
A, No. 42, 1800, 8 Jan 42, both in 65th Brig Opns 
Rpt, Mt. Natib, Apps. 20 and 3, respectively. 

" Ibid., p. 7, and 14th Army Opns Order, Series 
A, No. 138, 0800, 7 Jan 42, App. 1 . 

M 5th Air Gp Opns, pp. 47-51. The air unit con- 
sisted of 1 1 fighters, 2 1 reconnaissance, liaison, and 
artillery observation planes, 36 light bombers, and 
a number of service units. 



installations in the Mariveles area. 69 The 
16th Division was to "cooperate" with the 
65th Brigade by "sending a portion of the 
division to occupy the strategic ground in 
the vicinity of Ternate and Nasugbu." 70 
The occupation of Ternate, on the south 
shore of Manila Bay, and of Nasugbu to its 
south would have the effect of cutting com- 
munication between Corregidor and south- 
ern Luzon. 

At noon 4 January General Homma had 
ordered the 65th Brigade to move down 
Route 74 to the main battle position to re- 
lieve the 48th Division and take command 
of the Takahashi Detachment and the 9th 

" 14th Army Opns, I, 89. 

70 14th Army Opns Order, Series A. No. 155, 
1200, 11 Jan 42. 

Independent Heavy Artillery Battalion. 
Nara apparently understood then that his 
unit was to relieve the 48th Division, for his 
orders were to "destroy the enemy," send his 
main force toward Balanga, and make a 
secondary effort toward Olongapo. 71 Final 
orders for the relief of the 48th Division 
were issued at 0800 of the 7th. At that time 
General Nara was again instructed to move 
toward Olongapo and Balanga. By 1800 of 
8 January the brigade had completed its 
relief of the 48th and was concentrated 
between Dinalupihan and Hermosa, pre- 
paring to attack. 72 The next afternoon the 
assault would begin. 

" 14th Army Opns, I, 73-74. 

n 65th Brig Opns Order, Series A, No. 42, and 
14th Army Opns Order, Series A, No. 138, both 
cited above; 14th Army Opns, I, 91. 


The First Battle of Bataan 

The Japanese opened the battle for Ba- 
taan at 1500 on 9 January with a concen- 
trated barrage directed against II Corps. 
As "the roar of artillery . . . shook the north- 
ern portion of the Bataan peninsula," the 
Japanese infantry moved out to the attack. 1 

General Nara's plan of attack, based on 
14th Army's order to make the main effort 
on the east, rested on two misconceptions: 
first, that the American and Filipino troops 
had been so weakened during the withdraw- 
al that opposition would be light; and sec- 
ond, that the II Corps line was farther north 
than was actually the case. General Nara's 
misapprehension on the first point was 
quickly corrected when II Corps artillery 
replied, "particularly ferociously," to the 
opening barrage. Tons of explosive hurtling 
down on the advancing Japanese, ranged 
along the East Road and backed up four 
miles on Route 7, made abundantly clear 
the American determination to stand and 
fight. 2 

The initial Japanese error in locating the 
II Corps line was corrected only as the 
battle developed. In drawing up his plan of 
attack, General Nara had placed Parker's 
left flank in the vicinity of Mt. Santa Rosa, 
about three miles above its actual location. 
The American outpost line, he estimated, 
extended along the high ground immedi- 
ately below Hermosa, an error of three to 

1 65th Brig Opns Rpt, Mt. Natib, p. 15. 

"Quintard, 301st FA (PA), p. 5; Quintard, CO 
301st FA (PA), Diary p. 5; Shreve, Diary, pp. 

four miles. Thus, in making his plans for 
the major drive down the east side of the 
peninsula, Nara assumed he would meet the 
II Corps outposts soon after the attack 
opened. On these assumptions he ordered 
his troops to advance to a line extending 
east and west of Album, with the main ef- 
fort on the west to "overwhelm the enemy's 
left flank." At the same time, a part of the 
force was to swing wide in an encircling 
movement to take II Corps in the rear. Si- 
multaneously, a secondary thrust by a 
smaller force would be made down the west 
side of the peninsula against I Corps. 3 

For the attack General Nara organized 
his reinforced brigade and attached units 
into three regimental combat teams and a 
reserve. Against II Corps he sent two regi- 
ments supported by tanks and artillery. 
Forming the brigade left (east) was Col. 
Takeo Imai's 141st Infantry, supported by 
a battalion of mountain artillery, a battery 
of antitank guns, plus engineer and signal 
troops. Starting from positions near Her- 
mosa, Colonel Imai's force was to advance 
southward down the East Road as far as the 
Calaguiman River. It would have strong 
support, if needed, from the 7th Tank Regi- 
ment which had spearheaded the attack 
against Baliuag and Plaridel at the end of 
December. In this first attack on Bataan, 
the tanks would remain in the rear until the 

' Description of the Japanese plan is based on 
65th Brig Opns Order, Series A, No. 42, 1800, 
8 Jan 42, 65th Brig Opns Rpt, Mt. Natib, App. 
3, pp. 44^8. 



engineers had repaired the bridges and re- 
moved the roadblocks along the East Road. 

General Nara's hopes for a quick victory 
rested on the combat team that was sent 
against the western portion of the II Corps 
line. This force, under Col. Susumu Tak- 
echi, consisted of the experienced 9 th In- 
fantry, reinforced by a battalion of artil- 
lery, an antitank gun battery, plus service 
and support troops. Takechi's orders were 
to "overwhelm" Parker's left flank, take Al- 
bum, then send an encircling force around 
the flank to join Colonel Imai's 141st In- 
fantry coming down the East Road. To as- 
sure the success of this maneuver Nara 
placed his reserve, the 142d Infantry, be- 
hind the 9 th along the narrow trail leading 
from Dinalupihan to Album, in position to 
exploit the expected breakthrough of Tak- 
echi's troops. 

Artillery support for the advance against 
II Corps would be provided by Col. Gen 
Irie's Army artillery, attached to the brig- 
ade for the operation. 4 The guns were in- 
itially emplaced north of Hermosa, in posi- 
tion to fire direct support and counterbat- 
tery missions. As the battle progressed the 
artillery would be displaced forward to Or- 
ani. Additional support for the 9th Infantry 
would be furnished by a field artillery bat- 
talion advancing eastward from Olongapo 
along Route 7. 

Against I Corps on the western side of 
Bataan, General Nara sent his third regi- 
mental combat team, built around the 122d 
Infantry, and led by Col. Yunosuke Wa- 
tanabe. Watanabe's mission was to advance 
west along Route 7 to Olongapo, then south 
to Moron. From there he would prepare 
to advance on Bagac, western terminus of 
the one lateral road across Bataan. Nara 

apparently did not expect any resistance 
above Bagac and was not even certain that 
he would meet any there. 

By early afternoon of 9 January all troops 
were in position, tensely awaiting the zero 
hour. General Nara himself was at Dina- 
lupihan. At 1500 the big guns opened up. 

Attack Against II Corps: The Abucay Line 

The II Corps line, called the Abucay 
line, extended from Mabatang on Manila 
Bay to the northeast slopes of Mt. Natib. 
{Map 11) On the east, guarding the East 
Road, stood the well-trained Scouts of the 
57th Infantry. To their left was the untried 
41st Division (PA) , once briefly part of the 
South Luzon Force and now in position 
along the Mt. Natib trail and Balantay 
River, defending the center of the Abucay 
line. 5 Holding the western portion of the 
corps line was General Jones's 51st Divi- 
sion (PA), weakened by the long with- 
drawal from south Luzon. With its left 
resting on the jungled slopes of Mt. Natib, 
the division held a line along the north bank 
of the Balantay River as far east as Abucay 
Hacienda, a raised clearing in the jungle 
about five miles west of the town of Abucay. 
At its western extremity the line consisted 
of little more than scattered foxholes. 

The Japanese attack began on schedule. 
At 1500 Colonel Imai's men started down 
the East Road but had not advanced far 

4 The attached artillery consisted of the 1st and 
8th Field Heavy Artillery Regiments and the 9th 
Independent Heavy Artillery Battalion. Colonel 
Irie was commander of the first-named unit. 

"The Mt. Natib trail extended from Mabatang 
westward to the slopes of Mt. Natib. The 57th In- 
fantry and part of the 41st Division had placed their 
main line of resistance along this trail. Farther 
west the trail ran below the main line of resistance. 
The Balantay River appears in many sources and 
on some maps as the Lavantan or Labangan River. 
A tributary of the Calaguiman River, it is formed 
by two streams joining about a mile west of Abucay 
Hacienda; it then flows northeast until it joins 
the Calaguiman. The Balantay is shallow and 
easily fordable; its virtue as a military obstacle was 
due to the fact that it flows through a deep gorge. 


map n 

before they were met by punishing fire from 
II Corps artillery which had the road under 
interdiction. 15 To the west the movement of 
the 9th Infantry was unopposed and 
Colonel Takechi reached the vicinity of Al- 
bum without any difficulty or opposition. 

' Probably more has been written on the fight at 
Abucay than on any other episode in the Philippine 
campaign. The sources for the action of each unit 
will bp cited in the appropriate place but the fight 
as a wholt tran be reconstructed from 65th Brig 

The only infantry contact during the day- 
came when a reconnaissance patrol of the 
57th Infantry met a Japanese patrol below 
Hermosa. After a brief fire fight the Scouts 
had withdrawn. 

Opns Rpt, Mt. Natib, pp. 15-30 ; 14th Army Opns, 
1, 88-92 ; SLF and II Corps Rpt of Opns, pp. 29- 
15: Lt Col Edmund J. Lilly, Jr., Rpt of Opns, 57th 
Inf (PS), 8 Dec 41-9 Apr 42, pp. 3-4, copy in 
OCMH; Jones, 51st Div (PA) Order of Events, 
pp r 2-4. 



INSPECTION. General Mac Arthur and Brig, Gen. Albert M. Jones zvitk members 
of their stags, 10 January 1942. 

General Nara, who had expected to hit 
the II Corps outpost line on the first day 
of the battle, was greatly encouraged 
by the progress of his units. Both the 
141st Infantry and the 9tk Infantry sent 
back optimistic reports of their advances, 
and Nara incorrectly concluded that the 
Americans had "made a general with- 
drawal" and "fled into the jungle without 
putting up a fight.''" 1 

On the evening of the 9th Wainwright 
and Parker received orders from Corregi- 
dor to have all their general officers as- 
sembled to receive an important visitor the 
next morning* At the first light of dawn a 
PT boat ca rried General MacArthur and 

'651k Brig Opns Rpt, Mt. Natib, p. 16. 

* Wainwright, General Wainwright's Story, p. 49. 
Only Wainwright mentions the order directing him 
to assembler (he general officers. It is assumed that 
Parker received similar orders. 

his chief of staff, Maj. Gen. Richard K. 
Sutherland, across the channel from Cor- 
rcgidor to Mariveles. From there they drove 
up the East Road to Parker's headquarters 
where they talked with II Corps officers and 
inspected positions in that sector. Moving 
west across the Pilar -Bagac: road Mac- 
Arthur met Wainwright and inspected 
I Corps installations. When Wainwright 
offered to show MacArthur his 155-mm. 
guns, MacArthur replied, "I don't want to 
see them. I want to hear them." 9 

The Japanese unwittingly chose the day 
of MacArthur's visit to Bataan to make 
their first demand for surrender. In a mes- 

" Ibid., p. 50: Hunt, MacArthur and the War 
Against Japan, pp. 52-53; USAFFE-USFIP Rpt 
of Opns, p. 45, Colonel Mallonfe recalls Mac- 
.Arthur's answer to Wainwright as, "Don't need to 
see 'em. I hear 'em." Mallonee, Bataan Diary, 11, 



sage addressed to the American commander 
and dropped from the air behind the Amer- 
ican lines, General Homma told MacAr- 
thur that his men were doomed and the end 
near. "The question," he declared, "is how 
long you will be able to resist. You have 
already cut rations by half. . . . Your pres- 
tige and honor have been upheld. However, 
in order to avoid needless bloodshed and 
save your . . . troops you are advised to 
surrender. . . . Failing that our offensive 
will be continued with inexorable 
force. . . ." 10 

The only answer the Japanese received to 
their request for surrender was an increase 
in the volume of artillery fire from II Corps. 

To avoid the interdiction fire on the 
East Road, Colonel Imai shifted the bulk of 
his 141 st Infantry to the west on the 10th, 
with the result that his regiment split into 
two columns. The easternmost column, con- 
sisting of the 2d Battalion (less two com- 
panies), continued to advance down the 
East Road toward the 57th Infantry; the 
western column, containing the rest of the 
regiment, advanced against the 41st Di- 
vision. Late on the afternoon of the 10th, 
the 2d Battalion struck the 57th Infantry 
outpost line just below Samal, and after a 
brief fire fight the Scouts fell back. Though 
unopposed by infantry, the 2d Battalion, 
hindered by artillery fire, was able to ad- 
vance only as far as the narrow Calaguiman 
River, about 1,800 yards below Samal. To 

10 MacArthur quoted the Japanese message in a 
radio to the War Department, 27 Jan 42, WPD, 
Ready Reference File. On the reverse side of his 
message to MacArthur, General Homma later wrote 
a separate warning for the Philippine troops. In it 
he advised the Filipinos to save their "dear lives" 
by throwing away their weapons and surrendering 
before it was too late. "MacArthur had stupidly 
refused our proposal," declared Homma, "and 
continues futile struggle at the cost of your precious 

the west the rest of the 141st Infantry, 
under less intense artillery fire but delayed 
by the rugged terrain, finally reached the 
41st Division outpost line along the Cala- 
guiman River four miles west of the East 
Road, sometime during the night of 10-11 
January. 11 

The 57th Infantry, under the command 
of Col. George S. Clarke, was the first unit 
on the II Corps line to come under heavy 
infantry attack. Along the main line of re- 
sistance were the 1st Battalion on the right 
and the 3d Battalion on the left. The 2d 
Battalion was in reserve. On 1 1 January 
a reinforced company of the reserve bat- 
talion, which had established an outpost 
line south of the Calaguiman, came under 
attack by the advance elements of Colonel 
Imai's eastern column, the 2d Battalion, 
141st Infantry. Soon the Japanese began to 
cross the Calaguiman, about one mile north 
of the main line of resistance. By 2300 the 
Japanese battalion had reached a cane field 
on the left front of the 57th's 3d Battalion, 
directly before Company I. This cane field, 
about 150 yards in front of the main line 
of resistance, had not been cleared on the 

" The account of the action on the right of the 
II Corps line is based upon: Olson, Opns of the 
57th Inf (PS) at Abucay, pp. 10-17; Brown, Opns 
of 57th Inf (PS) at Abucay, pp. 9-12; Capt Wil- 
liam C. Anderson, Hist of 57th Inf (PS), pp. 2-5, 
Ghunn Notebooks; Capt Harry J. Stempin, Opns of 
Co G, 57th Inf (PS), 7 Dec 41-30 Jan 42, pp. 9-12, 
and Maj William E. Webb, Opns of 41st Inf (PA) 
in Defense of Abucay Line, 10-18 Jan 42, pp. 15- 
21 (both are papers prepared for Advanced Offi- 
cers Course in 1946-47 and 1949-50, respectively, 
The Infantry School) ; Lt Col Harold K. Johnson, 
"Defense Along the Abucay Line," Military Review 
(February 1949), pp. 50-51; Col Malcolm V. 
Fortier, Notes on 41st Div (PA), pp. 1-2; memo, 
Lt Col Frank F. Carpenter, Jr., Asst G-4 USAFFE, 
for G-4 USAFFE, 14 Jan 42, sub: Rpt of Inspec- 
tion Trip, 13 Jan 42, AG 319.1 (8 Jan 42) Phil 
Reds; unsigned account of the 41st Div (PA), 
pp. 2-4. 



assumption that artillery would effectively 
prevent its use by the enemy as a route of 

That night the Japanese in the cane field 
moved out against the main line of resist- 
ance. First came an artillery and mortar 
barrage, which was answered by concen- 
trated fire from the 75-mm. guns of the 24th 
Field Artillery (PS). Hardly had the 24th 
opened fire than the Japanese infantry 
jumped off in a banzai attack across the 
moonlit patch of ground in front of Com- 
pany I. Wave after wave of screaming Jap- 
anese troops hurled themselves forward in 
the face of intense fire. Men in the leading 
wave threw themselves on the barbed wire 
entanglements, forming human bridges 
over which succeeding waves could pass. 

Despite the appalling effects of the point- 
blank fire from the 75's, the Japanese con- 
tinued their ferocious attack until Company 
I, its commander seriously wounded and its 
executive officer killed, finally gave ground. 
Company K on the right immediately re- 
fused its flank and the battalion commander 
threw his reserve, Company L, into the 
fight. When this force failed to halt the 
Japanese, Colonel Clarke committed a 
company of the reserve battalion and the 
Japanese attack stalled. At the approach of 
dawn, the Scouts began a counterattack 
which took them almost to the original line. 
When the action was broken off on the 
morning of the 12th, there were an esti- 
mated 200 to 300 dead Japanese on the 
field of battle. 

During the night a number of Japanese 
had infiltrated into the 3d Battalion area, 
on the left of the regimental line. The 57th 
Infantry spent most of the next day routing 
out the infiltrators, man by man, in hand- 
to-hand combat. After a number of Scouts 
had been killed, a more efficient scheme for 

the elimination of the infiltrated Japanese 
was devised. Sniper parties consisting of 
riflemen assisted by demolition engineers 
were formed and these began to comb the 
3d Battalion area systematically. By the end 
of the day most of the Japanese had been 
found and killed. It was as a result of his 
action as the leader of one of these sniper 
parties that 2d Lt. Alexander R. Nininger, 
Jr., was posthumously awarded the Medal 
of Honor. His was the first of World War 
II, although Calugas received his award for 
heroism in the earlier fight at Layac 

The Japanese advance in other sectors 
had been even less successful than that of 
the 2d Battalion, 141st Infantry. The re- 
mainder of Imai's regiment in front of the 
41st Division had begun to exert pressure 
against the outpost line on the night of 10- 
1 1 January. Unable to make progress here, 
it had continued to move westward in search 
of a soft spot in the line. By late afternoon 
of the 1 1th Colonel Imai stood before the 
43 d Infantry on the left of the 41st Division 

The 9th Infantry had also drifted far 
from its original axis of advance. Despite 
the lack of opposition Takechi's advance 
through the jungle of central Bataan was 
slow. By the morning of the 11th his 2d 
Battalion had progressed only as far as the 
Orani River, two miles from the 51st Divi- 
sion line. The rest of the regiment had taken 
the wrong road and marched east until it 
was now only a few thousand yards north- 
west of Samal, almost behind the 141st in- 
stead of to its right. 

It is not surprising that the Japanese had 
become lost during the advance. Not only 
were they hindered and confused by the 
difficult terrain, but they were further 
handicapped by the lack of adequate maps. 



"Imperfect maps," General Nara later 
wrote, "were the greatest drawback as far 
as directing the battle was concerned." He 
had difficulty also in maintaining communi- 
cations with his forward units, largely be- 
cause his signal unit was inexperienced and 
the men frequently became lost in the jun- 
gle. American artillery imposed further dif- 
ficulties on communications and he com- 
plained that "an hour of [radio] conversa- 
tion a day was considered good, but even 
this was not always possible." 12 

It was not until the evening of 1 1 Janu- 
ary that General Nara received enough 
information to form an approximately cor- 
rect estimate of his position. It was clear by 
now that the Americans intended to resist 
his advance and that this resistance would 
be far stronger than he had expected. His 
units had strayed from their original paths, 
their gains had been small, and they were 
becoming disorganized. "Besides the fact 
that the front line force was hampered by 
the terrain and that the control of the heavy 
weapons and artillery forces was very poor," 
lamented Nara, "the line forces . . . did not 
know each other's intentions and posi- 
tions." 13 He decided, therefore, to revise his 
plans. Modifying an earlier plan he ordered 
the 141st Infantry, Colonel Imai's regi- 
ment, to continue its westward movement 
until it became the brigade right flank 
instead of the left, which it had been orig- 
inally. The 142d, formerly brigade reserve, 
was reinforced with artillery and ordered to 
advance down the east coast to become the 
brigade left flank. Colonel Takechi's 9th 
Infantry, less one battalion, was designated 
as the "encircling unit" and directed to 
strike at Parker's left flank and take the 

u 65th Brig Opns Rpt, Mt. Natib, pp. 6, 26. 
"Ibid., p. 21. 

corps line from the rear. The remaining 
battalion of the regiment was ordered into 
brigade reserve. To get his artillery forward 
Nara was forced to order the construction 
of a new road since II Corps artillery effec- 
tively denied him the use of the East Road. 
Zero hour for the attack was set for noon of 
the 13th, when the 9th Infantry, the "en- 
circling unit," would jump off; the re- 
mainder of the brigade was to move out at 
dusk of the same day. 14 

On the 1 2th, as the Japanese moved into 
position for the attack, all units on the II 
Corps line found themselves under increas- 
ingly heavy pressure. On the right, in front 
of the 57th Infantry, the Japanese suc- 
ceeded in establishing themselves again on 
the south bank of the Calaguiman; in the 
center they pushed back the outpost line 
before the 43d Infantry. 15 It was on the left 
of the corps line that the Japanese made 
their most important gains on 1 2 January, 
when they tore a gap in the 51st Infantry 
sector. A counterattack by a reserve bat- 
talion regained some of the lost ground but 
at a heavy cost. By nightfall it was evident 
that the Japanese, thwarted in their ad- 
vance on the east, were shifting their effort 

The threat to the eastern anchor of the 
line was still too serious to be ignored. 
Though the 57th Infantry had beaten back 
all attempts by the 2d Battalion, 141st In- 
fantry, to pierce the main line of resistance, 
it was still hard pressed on the left and was 
beginning to feel pressure on its right. Late 
on the evening of the 1 2th, therefore, Gen- 
eral Parker released the two-battalion 21st 

" 65th Brig Opns Orders, Series A, Nos. 49 and 
53, 11 and 12 Jan 42, 65th Brig Opns Rpt, Mt. 
Natib, Apps. 6 and 7. 

u Ltr, Col Loren A. Wetherby to author, 23 Oct 
50, OCMH. 



Infantry (PA) from corps reserve and gave 
it to Colonel Clarke. With these fresh troops 
Clarke made plans for an attack the next 
morning with the 21st Infantry's 2d Bat- 
talion and the same numbered battalion of 
the 57th. That night the 2d Battalion, 21st 
Infantry, took over the left of the line and 
the 3d Battalion went into reserve to free the 
2d Battalion, 57th Infantry, for the counter- 
attack. 16 

At 0600, 13 January, on the heels of a 
rolling artillery barrage, the 2d Battalion, 
21st Infantry, jumped off in the counter- 
attack. Its task was made more difficult 
by the fact that the Japanese had pushed a 
deep salient into the left of the 57th line 
during the night. The Filipinos advanced 
quickly and aggressively, pushing the Jap- 
anese back across the bloodied ground. It 
soon became evident to Capt. Philip A. 
Meier, the battalion's American instructor, 
that the gap was too large to be filled by his 
men alone and he moved east to tie in with 
the 1st Battalion, 57th Infantry, on his 
right, thus creating a hole between his 
men and the 41st Infantry on his left. Col- 
onel Clarke, the 57th commander, there- 
upon ordered the 3d Battalion of the 21st 
Infantry from reserve to plug the gap. As 
the battalion began to move up at about 
1300 it came under Japanese artillery fire 
and was pinned down. When the artillery 

w The date of the attachment of the 21st Division 
units to the 57th is variously given in the sources 
used. The weight of evidence as well as the sequence 
of events and Japanese sources point to the evening 
of the 12th as the most likely date. On this point as 
well as the action which follows, in addition to the 
sources already cited in note 11, see: O'Day, 21st 
Div (PA) I, Part 2, 1-2, II, 23-25; ltr [CO 21st 
Inf] to TAG (PA), Opns 21st Inf (PA), p. 4; Rich- 
ards, Steps to a POW Gamp, pp. 14-20; Capts Roy 
Oster and Grover C. Richards, 21st Inf (PA), p. 2, 
Capt John C. Ellis, 23d Inf (PA), p. 8, and Lt Col 
Eugene T. Lewis, 43d Inf (PA), p. 30, all in Chunn 

fire ceased three hours later, the 2d Bat- 
talion, 57th Infantry, counterattacked and 
advanced to within 150 yards of the orig- 
inal line. By late afternoon the gap had been 
closed and the Japanese were left in pos- 
session of only a small salient on the left of 
the 57th Infantry line, a meager return in- 
deed for four days of hard fighting. 17 

The counterattack by the 21st Infantry 
on the morning of the 13th had forestalled 
the Japanese offensive in that sector, lead- 
ing General Nara to complain that "the 
battle did not develop according to plan." ,s 
Elsewhere along the II Corps front he was 
more successful. His artillery and air at- 
tacks that morning had caused damage 
along the entire front and had caught a bat- 
talion of the 23d Infantry, moving from 
reserve into position behind the 43d Infan- 
try, inflicting from sixty to seventy casual- 
ties. Farther west the 141st Infantry had 
begun to push against the right of General 
Jones's line, in the 51st Infantry sector, 
during the morning, and had forced Jones 
back to his main line of resistance along 
the high ground on the north bank of the 
Balantay. The advance of the 9th Infantry 
down the center of the peninsula, "ham- 
pered by the terrain" and, Colonel Takechi 
reported, considerable resistance, had 
failed to reach the main line of resistance 
on the 13th. 19 

Japanese pressure next day, the 14th, was 
heaviest on the left of the Abucay line. 
Here the 141st Infantry hit the 43d In- 
fantry, forcing the outposts along the Bal- 
antay back across the river. The 51st Di- 

1T Brig Gen Arnold J. Funk, Comments on Draft 
MS, 12 Jan 52, p. 2, OCMH. For Clarke's views on 
this action, see his interview with a G— 2 WDGS offi- 
cer on his return to the United States, 14-15 August 
1942. Mil Intel Library. 

18 65th Brig Opns Rpt, Mt. Natib, p. 22. 

19 Ibid. 



vision to the left thereupon abandoned the 
main line of resistance and pulled back to 
positions on the south bank of the Balan- 
tay. Farther west the 9th Infantry continued 
its effort to encircle the corps left flank, 
but failed again to reach the main line of 
resistance. The reports reaching Nara that 
night were generally favorable, but they 
could not obscure the fact that the attack 
had failed or that "the enemy's established 
fire net was increasing in intensity . . . 
and enemy artillery was concentrating fire 
on [the east] front without a minute's 
respite." 20 

By 15 January the Japanese drive no 
longer constituted a serious threat to the 
eastern anchor of the Abucay line, and Col. 
Arnold J. Funk, who had relieved Clarke 
at about 1200 on the 13th, replaced the 
21st Infantry with the 22d, which had been 
made available by corps. But in the center, 
where the 43d Infantry had been reinforced 
by the 23d, the threat of a break-through 
became serious. It was here, at the bound- 
ary between the 41st and 51st Divisions, 
that the main enemy blow came on the 15th 
with a strong attack by Imai's 141st In- 
fantry. The reinforced 43d, on the left of 
the 41st Division, held firm, but General 
Jones had to commit his division reserve as 
well as his service troops to maintain his 
position on the Balantay. The fight con- 
tinued throughout the day and at about 
1600 a small party of Japanese troops 
crossed the river in the face of heavy fire and 
occupied a hill between the 51st and the 
43d Infantry. The Filipino troops sought 
determinedly to drive the enemy back across 
the river, but, despite claims by Parker and 
Jones that the 51st line was unbroken, the 

" Ibid., p. 23 ; see also Apps. 8 and 9, pp. 53, 55. 

Japanese, at the end of the day, still re- 
tained their foothold on the south bank of 
the Balantay. With the 9th Infantry in po- 
sition about 1,000 yards to the west, the 
prospects for the next day were distinctly 
unfavorable. 21 

General Jones was in a serious position. 
Although his division was still in place, his 
troops were "very perceptibly weaken- 
ing." 22 Unless he received reinforcements, 
he told General Parker, he might have to 
fall back from the main line of resistance. 
To meet this demand for more men, the II 
Corps commander, who had already com- 
mitted his reserve, was forced to request ad- 
ditional troops from MacArthur's head- 

This request had apparently been 
anticipated. The center of the Abucay- 
Mauban line, where the fight was now be- 
coming critical and where the terrain made 
physical contact between the two corps ex- 
tremely difficult if not impossible, had been 
a matter of concern to high-ranking offi- 
cers in MacArthur's headquarters from the 
very start. After his visit to Bataan with 
MacArthur on the 1 0th, General Sutherland 
had criticized the disposition of the troops 
and expressed the fear that the enemy 
"would attack down the center of the penin- 

!1 The account of the action on the left of the 
II Corps line is reconstructed from: Jones, 51st 
Div (PA) Order of Events, pp. 1-4; Col Virgil 
N. Cordero, My Experiences During the War with 
lapan (Nuremburg, privately printed, n.d. ), pp. 
20-23; MacDonald, Supplement to Jones Diary, 
pp. 16, 17; 52d Inf (PA), p. 36; Bluemel, 31st Div 
(PA) Rpt of Opns, pp. 8-9; Phil Div Rpt of Opns, 
pp. 11-12; Maj William R. Nealson, Opns of a 
Prov Bn, 41st Div (PA) at Abucay, 15-25 Jan 42 
(paper prepared for Advanced Officers Course, 
1947-48, The Infantry School), pp. 9-11; Cum- 
mings, 53d Inf (PA), p. 4, Chunn Notebooks; 
Funk, Comments on Draft MS, p. 3, OCMH. 

22 MacDonald, Supplement to Jones Diary, p. 16. 



sula over the roughest terrain and not along 
the coast where the roads were located." 23 
The bulk of the forces on Bataan, he noted, 
was not deployed to meet such an attack, 
and he had suggested to the two corps com- 
manders that they shift their troops so as to 
strengthen their interior flanks. The follow- 
ing day, 1 1 January, the subject had been 
raised again in an order which directed that 
contact between the two corps "be actual 
and physical" and that all avenues of ap- 
proach, including "the rough area in the 
center of the Bataan Peninsula," be cov- 
ered. 24 

After an inspection of the front line on 1 2 
January, General R. J. Marshall, USAFFE 
deputy chief of staff and commander of the 
Bataan echelon of that headquarters, also 
became concerned over the weakness of the 
center of the line. He discussed the problem 
with General Wainwright who, he wrote, 
"did not agree entirely, saying that he 
thought that the center of our position was 
too difficult terrain for the major attack." as 
Seriously disturbed, Marshall turned to 
Sutherland for aid. "I don't believe," he de- 

" Sutherland made this statement in an interview 
with the author on 14 November 1946, five years 
after the events. Contemporary sources support 
Sutherland's foresight in predicting Japanese 

M Ltr Order, USAFFE, 11 Jan 42, sub: Plans 
for Counterattack, AG 381 (10 Nov 41 ) Phil Reds. 
General Parker did not recall later any discussion 
with Sutherland on this subject, but added that he, 
too, was greatly concerned at the time and never 
able to work out a satisfactory solution to the 
problem. "There were just not enough units . . . 
to cover the front effectively," he later wrote. 
Those in the line were already overextended and 
lacked sufficient deployment in depth. He felt then 
and still did after the war that it would have been 
unwise to weaken his line at any point to shift 
troops to the west, to the center of the peninsula. 
Ltr, Parker to Ward, 16 Jan 52, OCMH. 

" Memo, Marshall for CofS USAFFE, 13 Jan 42, 
AG 370.2 ( 19 Dec 42) Phil Reds. 

clared, "we can over-estimate the impor- 
tance of denying observation of both our 
battle positions, which would be available 
to the enemy were he in possession of Mt. 
Natib." 26 

Parker's request for reinforcements, 
therefore, came as no surprise to Suther- 
land and Marshall who had already ordered 
various units into the II Corps area. From 
USAFFE reserve came the Philippine Divi- 
sion (less 57th Infantry) and from Wain- 
wright's corps came the Philippine Army 
31st Division (less elements). When Parker 
learned of these reinforcements he made 
plans to use the former when it arrived for 
a counterattack to restore the line and the 
latter initially as corps reserve and later to 
relieve the Philippine Division after the 

While the reserves were moving into 
position on the night of 15-16 January, 
General Parker decided to make an im- 
mediate effort to regain the ground lost on 
his critical left flank, and ordered the 51st 
Division to counterattack on the morning 
ol the 16th. To strengthen the division for 
this venture he gave General Jones the 3d 
Battalion, 2 1st Infantry, which had already 
seen action in the fight along the East 
Road. 27 Jones vigorously protested the order 
to counterattack, pointing out to his corps 

" Ibid. In this memorandum Marshall stated that 
he was sending Colonel Funk, who had not yet 
assumed command of the 57th Infantry, to see 
Wainwright again to find out what was being done 
to protect the right flank of I Corps. When Funk 
took command of the 57th, the visit was canceled. 

" The battalion was to arrive at Abucay Hacienda 
at about 0400 of the 16th. There is a difference of 
opinion in the source as to the identity of the unit 
given Jones. Some claim it was the 21st Engineers ; 
others, the 3d Battalion, 21st Infantry. This con- 
fusion may arise from the fact that the 21st 
Engineers got into the fight in this sector later, and 
that the battalion of the 21st was late in reaching 
the 51st Division. 



commander that his main line of resistance 
was tactically unsound and that "the weak- 
ened condition of his division from continu- 
ous combat and heavy losses during the past 
month" made the ordered counterattack 
"extremely hazardous." "Moreover," he as- 
serted, "the present position was being held 
only with great difficulty." 28 His protests 
were unavailing and it was with little hope 
of success that he made his preparations. 

The 51st Division attack began on sched- 
ule at dawn of the 16th and immediately 
ran into strong enemy resistance. The Japa- 
nese considered this area to be, in Nara's 
words, "the pivot point of the entire enemy 
position" and apparently expected the 
counterattack. 29 Despite the heavy opposi- 
tion the 51st Infantry on the division right 
succeeded in beating back the Japanese in 
its sector. So successful was the regiment 
that it pushed ahead of the units on its right 
and left, thereby creating a dangerous 
salient in the line. 

The enemy was quick to take advantage 
of Jones's exposed position. About noon 
elements of the 141st Infantry pressed in 
against the right (east) of the salient and 
began infiltrating between the 51st Infan- 
try and the 43d Infantry to its right. At 
about the same time the 9th Infantry 
which had been approaching Parker's left 
flank from the north struck the left side of 
the salient and pressed in between the 51st 
and 53d Infantry. The 51st was thus 
threatened by a double envelopment. 

Under pressure from three directions, the 
entire 51st regimental line gave way and 
the Filipino troops fled to the rear in dis- 
order, exposing the 43d to envelopment by 
the 141st Infantry. Colonel Imai recognized 
the danger as well as the advantage of his 

"Jones, 51st Div (PA) Order of Events, p. 3. 
" 65th Brig Opns Rpt, Mt. Natib, p. 24. 

own position immediately. Should he push 
ahead after the 51st he might well leave his 
own left flank exposed to attack by the 43d 
Infantry, whose strength he did not know. 
He decided against this risk and after a brief 
pause for reorganization sent the bulk of his 
regiment eastward against the 41st Division. 
The 43d Infantry, on the left, was now 
forced to refuse its flank back to the reserve 
line, where, under the calm guidance of Lt. 
Col. Eugene T. Lewis, regimental instruc- 
tor, it held against the repeated onslaughts 
of Imai's men. Lewis was given additional 
men to hold the refused flank when a has- 
tily organized provisional battalion, consist- 
ing of the 41st Engineer Battalion, signal 
and quartermaster troops, and stragglers, 
was thrown into the action. 

While a portion of the 141st Infantry was 
pressing the attack against the 43d and 51st 
Infantry, other elements of Colonel Imai's 
regiment were pushing the 42d Infantry, on 
the east (right) of the 43d, threatening to 
drive between the two. To halt the Japanese 
here, a battalion of the 23d Infantry was at- 
tached to the 42d and the attackers were 
beaten off. Farther east elements of the 
142d Infantry joined with the 2d Battalion, 
141st Infantry, which had borne the brunt 
of the fighting in the 57th Infantry sector 
earlier, in an attack against the 41st In- 
fantry, on the division right flank. Here the 
Japanese were repulsed only after the 3d 
Battalion, 32d Infantry, the first element of 
the reserve 31st Division (PA) to reach II 
Corps, was sent into action. 

The disintegration of the 51st Infantry 
had exposed not only the left flank of the 
43d but also the right of the 53d Infantry, 
westernmost unit on the II Corps line. Colo- 
nel Boatwright, 53d Infantry commander, 
attempted to maintain contact with the 51st 
on his right by pulling back his regimen- 



tal flank to conform to that of the adja- 
cent unit. This effort proved unsuccessful. 

Behind and to the left rear of the 51st 
Infantry was the 3d Battalion, 21st In- 
fantry, in position to support the 53d and 
available for a counterattack if necessary. 
This battalion, which had been given Gen- 
eral Jones by corps as division reserve before 
the counterattack, had arrived in the 51st 
Division sector late on the morning of the 
16th, and without Jones's knowledge had 
taken up a position behind the critical por- 
tion of the line. Throughout the action of 
the 1 6th, Jones was unaware of its presence 
and firmly believed that he was operating 
without a reserve. 30 Consequently the 3d 
Battalion, 21st, saw little action during the 
16th and withdrew later to Guitol. 

Though the situation in the 53d Infantry 
sector appeared desperate, it was not as dan- 
gerous as it seemed, partly because of the 
presence of the 3d Battalion, 21st Infantry, 
and pardy because of the Japanese disposi- 
tions. Neither Boatwright nor General Jones 
knew that Colonel Imai had decided to 
throw the bulk of the 141st Infantry against 
the 43 d Infantry rather than against the 
53d. Nor did either know that the 9th In- 
fantry, which was in front and to the right 
of the 53 d, had halted at this critical mo- 
ment to reorganize after its long march 
through the jungled heights of central Ba- 

10 There is a good deal of confusion and contro- 
versy in contemporary records and in diaries and 
interviews over the movements and action of the 
3d Battalion, 21st Infantry. Since it did not take 
an important part in the counterattack of the 16th, 
the activities of this battalion have not been covered 
in detail here. Richards, Steps to a POW Camp, 
pp. 17-19; Jones, 51st Div (PA) Order of Events; 
O'Day, 21st Div (PA), II, 25; Oster and Richards, 
21st Inf (PA), p. 3, Chunn Notebooks; ltr, Jones 
to Ward, 3 Jan 52, OCMH; ltr, MacDonald to 
Jones, 21 Dec 51, OCMH. 

taan. Instead, the 51st Division staff was 
convinced that disaster was imminent and 
the situation too precarious to permit the 
53d to remain in place'.' In Jones's absence 
at the front, the division chief of staff there- 
fore ordered Boatwright to fall back to the 
southwest farther up the slopes of Mt. Natib 
and establish physical contact with I Corps, 
a task that thus far had proved impossible. 

The withdrawal of the 53d Infantry 
across the precipitous slopes of Mt. Natib 
was made under the most trying conditions 
and proved a harrowing experience. The 
men became separated in the jungle and 
along the winding trails and the regiment 
failed either to establish a position on Mt. 
Natib or to tie in with I Corps. The majority 
of the men finally reached Guitol, tired, hun- 
gry, and footsore ; but others, after a march 
through some of the most difficult country 
in the Philippines during which they sub- 
sisted on leaves, shrub roots, and boiled 
snails, reached Bagac on the west coast. 31 

With the troops that succeeded in making 
their way south General Jones organized 
a covering force late on the afternoon of the 
16th. This force he placed astride the Guitol 
trail, approximately 4,000 yards south of 
the Balantay River line from which he had 
launched his counterattack that morning. 

It was not this covering force that saved 
the II Corps line but the failure of the 
Japanese to exploit their advantage. The 
two Japanese units in position to envelop 
the left flank of the corps chose instead to 

31 One officer in Boatwright's party states that 
all he ate for three days was a can of pineapple, 
which he shared with several other officers. 1st Lt 
Eugene Forquer, 53d Inf (PA), p. 42, Chunn Note- 
books; ltr, Boatwright to George Groce, research 
asst, 22 Mar 49, OCMH ; ltrs, Boatwright and Mac- 
Donald to Jones, 1 2 and 6 Nov 50, lent to author by 
General Jones. 



pursue other, less profitable objectives. The 

141st Infantry had flung itself against the 
left flank of the 41st Division instead of at- 
tempting to take it in the rear. With the 
51st Division in retreat, such a maneuver 
might well have been more rewarding than 
the attack against the 43d Infantry, which 
had successfully refused its left flank. The 
9th Infantry, Nara's "encircling unit," was 
under orders to move southeast down the 
Salian River valley, a short distance behind 
the II Corps line. Had Colonel Takechi 
moved through the gap between the 51st 
and 41st Divisions he could have reached 
the Salian River quickly and turned the 
corps left flank. Instead, misled by poor 
maps which confused the Abo-Abo and 
the Salian, he began a wide sweep around 
Parker's left in preparation for an advance 
south and southeast down the Abo-Abo 
River valley. At the critical moment, there- 
fore, when he should have been pushing 
down the Salian River valley, Takechi was 
preparing for the march down the Abo- 
Abo, a course that would take him out of 
the action for the next few days. 

General Parker had recognized the grav- 
ity of his position almost as soon as the 51st 
sector gave way. At about 1200 of the 16th 
he had ordered Brig. Gen. Maxon S. Lough 
to move his Philippine Division (less the 
57th Infantry) to the left of the 41st Divi- 
sion and to counterattack the next morning 
with two regiments abreast. The 31st In- 
fantry ( US ) — not to be confused with the 
31st Infantry (PA), a regiment of the 
Philippine Army's 31st Division which was 
also in the II Corps sector at this time — 
moved out early in the afternoon and about 
1 900 reached its destination, approximately 
one mile east of Abucay Hacienda. The 
45th Infantry (PS) left its bivouac area at 
1700 of the 16th but lost its way and when 

the counterattack began the next morning 
it was about 5,000 yards to the southeast. 32 
By the evening of 16 January, just one 
week after he had opened his attack, Gen- 
eral Nara was in position to turn the left 
flank of II Corps. Though forced to change 
his plans repeatedly and held up by unex- 
pectedly strong resistance, he had made con- 
siderable progress. Repulsed on the east by 
the 57th and 21st Infantry and in the center 
by the 41st Division, he had shifted the 
axis of attack to the west and concentrated 
his forces against the weakened 51st Divi- 
sion whose 5 1st Infantry had finally broken. 
This disaster had completely unhinged the 
II Corps line and left it open to a dangerous 
flanking attack. If Nara could press his ad- 
vantage and push his men south and south- 
east quickly enough he would envelop the 
entire corps and push it against Manila 
Bay. He would also make Wainwright's 
position untenable and force him to with- 
draw. Already the Japanese had driven a 
wedge between the two corps. The fate of 
the entire line, from Mabatang to Mauban, 
depended on the counterattack of the 31st 
Infantry scheduled for the morning of 17 
January. If the regiment was successful II 
Corps might remain in position for some 
time ; if it was routed the entire line would 
be forced to fall back in disorder. Should 
the 31st delay the Japanese temporarily, 

32 Ltr, Parker to Ward, 16 Jan 52, OCMH. For 
the movements of the 31st and 45th Infantry, see: 
Phil Div Rpt of Opns, p. 12; Conrad, 2d Bn, 31st 
Inf, Opns of 31st Inf (US), pp. 12-13; Maj John 
I. Pray, former CO Co G, Action of Co G, 31st 
Inf (US) Abucay Hacienda, 15-25 Jan 42, pp. 
6-7, Maj Louis B. Besbeck, Opns of 3d Bn, 45th 
Inf (PS) at Abucay Hacienda, 15-25 Jan 42, pp. 
10-12, and Maj Henry J. Pierce, Opns of Co L, 
45th Inf (PS) at Abucay Hacienda, p. 7. All three 
papers prepared for Advanced Officers Course, the 
first two in 1946-47 and the last in 1949-50, at 
The Infantry School. 



then the corps might yet gain time for a 
planned and orderly withdrawal. 

Attack Against I Corps: The Mauban Line 

The Mauban line along which Wain- 
wright's I Corps was posted extended from 
the slopes of Mt. Silanganan on the east, 
westward along Mauban Ridge, to the small 
coastal village which gave the line its name. 
[Map 12) Along the steep and rugged 
slopes of the mountain was Company K of 
the 1st Infantry (PA) which had been 

ordered to establish contact with II Corps 
on the right. It was never successful in ac- 
complishing its mission, an impossible one 
in the view of many officers. To its left was 
a battalion of the 31st Field Artillery, 31st 
Division (PA), organized and equipped as 
infantry. The rest of the line was held by the 
3d Infantry of Brig. Cen. Fidel V. Se- 
gundo's 1st Division (PA). 

About three quarters of a mile in front 
of the main line of resistance, from Bay an - 
dati to a point about midway up the moun- 
tain, was the outpost line, manned by ele- 



merits of the 3d Infantry. Defending 
Moron, two miles north of Bayandati, and 
the sandy stretch of beach between it and 
the outpost line was Company I, 1st In- 
fantry, and Troop G, 26th Cavalry. In 
corps reserve was the 91st Division (PA), 
with combat elements of the 71st Division 
attached; the 26th Cavalry; and the 1st 
Infantry ( less detachments ) . 

In drawing up his plans for the conquest 
of Bataan, General Nara had correctly esti- 
mated that decisive results could be ob- 
tained most quickly in the II Corps sector 
and had sent the bulk of his troops down 
the eastern side of Bataan. Against Wain- 
wright's I Corps he had sent a relatively 
weak force, consisting of a combat team 
composed of the 122d Infantry (less two 
companies), a battalion of field artillery, 
a platoon of engineers, and a squad of 
signalmen. This force, led by Colonel Wata- 
nabe, was under orders to advance west- 
ward from Dinalupihan to Olongapo, then 
south through Moron toward Bagac. 33 

Leaving Dinalupihan at 1900 of the 9th, 
Colonel Watanabe led his men along Route 
7 toward undefended Olongapo. Delayed 
only by destroyed bridges and demolitions 
planted earlier by the American engineers, 
he reached Olongapo at 1400 the next day. 
His field artillery was still at Dinalupihan 
where it was to remain until the road could 
be repaired. Two days later, on 1 2 January, 
under orders from 14th Army, the 122d In- 
fantry embarked in native boats and 
quickly seized Grande Island, at the en- 
trance to Subic Bay. 

" As in the section preceding, the Japanese side 
of the story has been reconstructed from 65th Brig 
Opns Rpt, Mt. Natib, pp. 25-28 and 14th Army 
Opns, I, 92-97. The plan outlined above is de- 
rived from the 65th Brig Opns Order, Series A, No. 
42, 1800, 8 Jan 42, App. 3, 65th Brig Opns Rpt, 
Mt. Natib, p. 44. 

In occupying Grande Island the Japa- 
nese acquired possession of Fort Wint, the 
"little Corregidor" of Subic Bay. Strategi- 
cally situated to guard the entrance to the 
bay and control the northwest shore of 
Bataan, this fort had been part of General 
Moore's Harbor Defenses and had been 
manned by coast artillery personnel under 
Col. Napoleon Boudreau. On 24 December 
Colonel Boudreau had been ordered to 
abandon the fort by the next day and join 
the troops then entering Bataan. He had 
completed the evacuation in time, but only 
at the expense of several thousand rounds of 
155-mm. ammunition, some mobile guns, 
and the fixed guns of larger caliber. 34 

While the support or retention of Fort 
Wint was probably impossible once the de- 
cision had been made to fall back on the 
Mabatang-Mauban line, its evacuation 
without a struggle gave the Japanese an im- 
portant objective at no cost. An American 
garrison on Grande Island, even if it was 
ultimately lost, might well have paid sub- 
stantial dividends and certainly would have 
given the Japanese many uncomfortable 
moments. From Fort Wint the Americans 
with their large guns could have disputed 
Japanese control of the bay and of Olon- 
gapo, which later became an important 
enemy supply base, and would have consti- 
tuted a threat to the flank of any Japanese 

" Collier, Notebooks, II, 48-49; ltr, Boudreau to 
author, 12 Dec 47, OCMH; Harbor Defenses Rpt 
of Opns, p. 23. Neither Boudreau nor General 
Moore mentions the loss of armament or ammu- 
nition but Colonel Collier states there was such a 
loss and the Japanese claim that they captured a 
number of guns and a large supply of ammunition 
when they seized the island. 14th Army Opns, I, 
88-92. General Bluemel states that four 155-mm. 
guns were moved to Olongapo and from there 
moved by tractor into Bataan. Bluemel, Comments 
on Draft MS, Comments 14 and 16, OCMH. 



force advancing down the west coast of 

It was not until 14 January that Wat- 
anabe began his advance southward along 
the west coast of the peninsula. 35 Wain- 
wright had dispatched a battalion of the 
1st Infantry to Moron at the first news of 
the occupation of Olongapo, but had with- 
drawn it two days later when the Japanese 
failed to advance. On the 14th, when the 
Japanese began to move toward Moron, the 
battalion was in corps reserve. Part of the 
122d Infantry came down the narrow trail 
between Olongapo and Moron ; the rest of 
the regiment embarked in boats for Moron 
where the West Road began. Watanabe 
hoped in this way to advance more rapidly 
down the west coast toward Bagac and 
avoid the delay inevitable if the entire regi- 
ment followed the winding trail north of 
Moron. Unfamiliar with the coast line and 
handicapped by poor maps, the water-borne 
elements of the 122d came ashore at a small 
barrio midway between Olongapo and 
Moron and prepared to march the rest of 
the distance on foot. 

Wainwright received word of the Jap- 
anese advance almost as soon as the for- 
ward elements of the 122d Infantry 
landed. In an effort to contain the enemy 

M In addition to the sources cited below, this 
account of the fight in I Corps is based upon : 
USAFFE-USFIP Rpt of Opns, p. 48; NLF and 
I Corps Rpt of Opns, pp. 17-21; Berry, Hist of 
3d Inf, 1st Reg Div (PA), 19 Dec 41-9 Apr 42, 
pp. 2-5; Chandler, "26th Cavalry (PS) Battles to 
Glory," Parts 2 and 3, Armored Cavalry Journal 
(May-June 1947), p. 15, (July-August 1947), pp. 
15-16; Col John H. Rodman, Engagement of 91st 
Div (PA) on Moron-Bagac Road, p. 1, copy bor- 
rowed from Rodman, OCMH; ltr, Col Fowler to 
author, 11 Mar 49, OCMH; ltr, Lt Col Houston 
P. Houser, Jr., to author, 18 Mar 49, OCMH; ltr, 
Rodman to author, 30 Mar 49, OCMH; Prov Tank 
Gp Rpt of Opns, p. 18; ltr, Berry to Ward, 11 Jan 
52, OCMH. 

he dispatched the entire 1 st Infantry, as well 
as the 1st Engineer Battalion and two bat- 
talions of artillery, to Moron. He also re- 
lieved Troop G of the 26th Cavalry, which 
had been on patrol since the 10th, and re- 
placed it with the composite Troop E-F of 
the same regiment. In command of these 
forces was General Segundo, commander 
of the 1st Division. Major McCullom,^ 
commander of the 1st Infantry, exercised 
tactical control. 

On 15 January the two elements of the 
122d Infantry joined and by the following 
morning the regiment was within a mile of 
Moron. When it crossed the Batalan River, 
just north of the village, opposed only by 
fire from an American patrol, Wainwright 
hastened to Moron where he organized and 
directed an attack by the 1st Infantry and 
Troop E-F of the 26th Cavalry. In this 
first engagement in I Corps the honors 
went to the Filipinos who forced the Jap- 
anese back to the river line. Unfortunately, 
the cavalrymen suffered heavily in men and 
animals and had to be withdrawn. During 
the course of the action Major McCullom 
was wounded in the head and Col. Kearie 
L. Berry, commander of the 3d Infantry, 
on the main line of resistance, was placed 
in command of the 1st Infantry as well. 

The Japanese continued the attack 
against Moron during the 1 7th and by late 
afternoon penetrated the town in force. 
Wainwright's men thereupon withdrew to 
a ridge about a mile and a half to the south. 
It is possible that from this position they 
could have delayed the enemy advance but 
already strong Japanese reinforcements 
were moving against the Mauban line. 

The decision to commit additional troops 
to the attack against I Corps had been made 
by General Homma, the Army commander, 

*° First name unknown. 



not General Nara, who was responsible for 
the assault against the Abucay-Mauban 
line. Homma had made this decision on 1 3 
January, by which time he had correctly 
estimated that Nara's attack against II 
Corps "was not progressing favorably" and 
that the advance of Watanabe's force was 
meeting no resistance. 37 By strengthening 
the force on the west coast Homma appar- 
ently hoped to overwhelm the two corps 
simultaneously. His revised plan called for 
a continuation of the drive against II Corps 
by the 65th Brigade and an increased effort 
on the west by a larger force than originally 
contemplated. This force would not only 
advance to Bagac but would also push east 
along the Pilar-Bagac road to take II Corps 
from the rear. 

To secure the troops for his revised plan 
of operations against I Corps, General 
Homma drew on the 16th Division. On the 
13th he ordered the division commander 
to send to Bataan two infantry battalions 
and as many regimental guns of 75-mm. 
caliber and rapid-fire 37-mm. guns as pos- 
sible. This force, when finally organized, 
consisted of Headquarters, 16th Infantry 
Group, the 20th Infantry (less one bat- 
talion), an antitank battery, and half the 
regimental gun battery of the 33d In- 
fantry. Led by Maj. Gen. Naoki Kimura, 
16th Division infantry group commander, it 
left Manila for San Fernando on 15 Jan- 
uary. Late that night General Homma 
created the Kimura Detachment and placed 
it directly under the control of 14th Army, 
thus relieving Nara of responsibility for 
operations against I Corps. In addition to 
the units he had brought with him, Kim- 
ura was also placed in command of the 
troops already operating along the west 

14th Army Opns, I, 92, 96. 

coast of Bataan. Altogether he had a force 
of about 5,000 men. 38 

On the morning of 18 January General 
Kimura reached Moron and assumed con- 
trol over operations. For the assault against 
Wainwright's line along the ridge south and 
southeast of the town he organized three 
forces. The 122d was to attack frontally 
down the West Road ; the 3d Battalion, 20th 
Infantry, was to swing east of Moron in an 
attempt to take the ridge position on the 
flank. The third force, one company of the 
3d Battalion, was sent far up the mountain 
around the I Corps flank to cut the Pilar- 
Bagac road and did not participate in the 
ensuing action. The 2d Battalion, 20th In- 
fantry, Kimura held in reserve. 

In the belief that his force was not strong 
enough for a successful stand along the 
ridge, Wainwright on the 18th directed a 
withdrawal. The 1st Infantry and the 1st 
Engineers fell back through the outpost line 
to take up a position along the main line 
of resistance between the 3d Infantry and 
the battalion of the 31st Field Artillery on 
the slopes of Mt. Silanganan. The Japanese 
followed closely and that night drove in the 
corps outpost line "without much effort." 39 
A counterattack the next morning restored 
the line but another Japanese assault on the 
night of the 19th gave the Japanese final 
and permanent possession of the outpost line. 

As the 122d Infantry continued to push 
against the 1st Division troops on the left 
of the Mauban line, the 3d Battalion, 20th 
Infantry (less one company), which had 
been sent around the east flank of the ridge 

38 14th Army Opns Order, Series A, No. 167, 
2200, 15 Jan 42, App. 21, 65th Brig Opns Rpt, Mt. 
Natib, p. 75. For a description of the regimental 
and rapid-fire guns, see Handbook of Japanese 
Military Forces, TM-E 30-480, 1 Oct 44, pp. 
217-18, 220. 

30 Berry, Hist of 3d Inf, 1st Reg Div (PA), p. 3. 



line on the 18th, swung back to the south- 
west into the I Corps area. Unopposed, the 
battalion, led by Lt. Col. Hiroshi Nakanishi, 
either infiltrated through the I Corps line 
along the slopes of Mt. Silanganan or ad- 
vanced through a gap between the 1st In- 
fantry and 31st Field Artillery. At about 
1000 of the 21st it reached the West Road, 
three miles east of Mauban in the vicinity 
of Kilometer Post (KP) 167, and estab- 
lished a roadblock behind the 1st Division. 4 " 
By this move the Japanese placed them- 
selves squarely athwart the only major road 
suitable for transporting heavy equipment 
and supplies. Though the enemy force was 
a small one, less than a battalion, the danger 
to Wainwright's position was a grave one. 41 
To meet the threat Wainwright was 
obliged to shift units in his sector. The trans- 
fer five days before of the 31st Division (less 
31st Field Artillery) to II Corps had left 
Wainwright with no reserves, and the com- 
mitment of the Philippine Division made it 
impossible to secure reinforcements from 
USAFFE. He would have to fight the battle 
with what he had. Most of the 91st Divi- 
sion, including the attached elements of the 
71st, had replaced the 31st on beach de- 

40 Locations along the roads and trails on Bataan 
are frequently given in terms of the distance from 
Manila in kilometers. In the absence of towns and 
villages on Bataan, this description sometimes is the 
only way to fix a point precisely on a map. These 
locations corresponded to road and trail markers 
which read simply "KP" and the number of kil- 
ometers from Manila. 

11 There is some disagreement as to the date the 
road was cut. Some officers gave the date as 20 
January; Wainwright and other officers say the 
block was established on the 21st. The Japanese give 
the 21st as the date, and that date has been ac- 
cepted in this account. The time is fixed by the 
evaluation of Japanese and American sources. See 
especially Rodman, Engagement of 91st Div (PA) 
on Moron-Bagac Road; ltr, Rodman to author, 30 
Mar 49, OCMH; ltr, Skerry to author, 15 Jul 52, 
with incls, OCMH. 

fense when that division had gone to Parker. 
One battalion of the 92d Infantry had been 
attached to the 1st Division and was in 
place along the reserve line, north of the 
roadblock. When, on the 19th, word 
reached General Segundo, the 1st Division 
commander, that a Japanese force was infil- 
trating into the line from Mt. Silanganan, 
he sent three company-size patrols from the 
battalion of the 92d Infantry forward to 
block the trails. They quickly became in- 
volved in action along the slopes of Mt. 
Silanganan and were not available to meet 
the threat behind the line. The remainder 
of Wainwright's force, the 26th Cavalry 
and elements of the 71st Division, were 
already committed to the defense of the 
Pilar-Bagac road and could not be shifted 
without endangering the security of that 
vital highway. 

When the Japanese roadblock was first 
discovered, therefore, the only unit avail- 
able to throw against it from the north was 
a reinforced platoon of the 92d Infantry. 
Col. John H. Rodman, the regimental com- 
mander, ordered 1st Lt. Beverly N. Skardon 
to lead the platoon into action. After an ad- 
vance of a few hundred yards it came under 
fire and was forced to halt. Meanwhile, 
south of the roadblock, a provisional 
platoon was being readied for action. This 
platoon was organized and led personally 
by General Wainwright who, on his way 
to the front that morning, had heard firing 
to the north and had hastily gathered about 
twenty men from the Headquarters Com- 
pany, 9 2d Infantry, to meet this unexpected 
threat. With these men he attacked the block 
from the south, but after two hours, real- 
izing he could make no progress with so 
few men, he left the platoon with another 
officer and continued forward by another 
route to organize a larger force. 



The initial Japanese block had been es- 
tablished by only a portion of the 3d Bat- 
talion, 20th Infantry. During the day the 
rest of the battalion picked its way along 
circuitous routes around blocked trails and 
down the steep slopes of Mt. Silanganan to 
join in the defense of the roadblock. Mean- 
while, the build-up on the American side 
continued as additional forces from the 91st 
Division were released for the impending 
battle. Scouts of the 26th Cavalry and Com- 
pany C, 194th Tank Battalion, were also 
ordered to the threatened area in an all-out 
effort to clear the road. Colonel Rodman, 
92d Infantry commander, was placed in 
command of the entire force. 

The attack opened on the morning of the 
22d with an attempt by a platoon of tanks 
to break through the block and establish 
contact with the 1st Division to the north. 
By this time the Japanese had constructed 
antitank obstacles and laid mines, which, 
with the fire from their 3 7 -mm. antitank 
guns, effectively held up the tankers. When 
the two lead tanks of the 194th were dis- 
abled by mines, the remaining tanks of the 
platoon were held up and the attack stalled. 

Next, Rodman sent an understrength 
motorized squadron of the 26th Cavalry 
and the 3d Battalion, 72d Infantry, against 
the roadblock. This attack was initially suc- 
cessful and the Filipinos reached a ridge 
near the roadblock. But all efforts to elim- 
inate the block met with failure. Mean- 
while, the 122 d Infantry continued to en- 
gage Colonel Berry's 1st Division troops 
along the main line of resistance. 

During the next few days Rodman at- 
tempted again and again to drive out the 
Japanese, first by frontal assaults and then 
by flanking attacks. A general attack by all 
units in contact with the enc.ny was de- 
livered at daylight of the 23d but failed to 

gain any ground. Later in the day the 1st 
Battalion, 2d Constabulary, in an effort to 
outflank the enemy and establish contact 
with 1st Division units, slipped through the 
jungle south of the roadblock and at night- 
fall emerged in the vicinity of KP 172, from 
where it could attack the enemy from the 
west. Without explanation, however, the 
Constabulary withdrew during the night to 
its former position. The next morning, 24 
January, the 1st Battalion, 91st Infantry, 
and the 3d Battalion of the 7 2d attacked 
the roadblock from the east. Despite sup- 
port from the Constabulary, which de- 
livered a limited attack from the south, this 
effort to penetrate the block also proved un- 

Rodman's inability to make progress 
against the roadblock could not have been 
due to a shortage of troops. By 24 January 
he had under his command the 2d Bat- 
talion, 92d Infantry; 1st Battalion, 91st In- 
fantry; 3d Battalion, 72d Infantry; the 2d 
Squadron, 26th Cavalry; two battalions 
and a howitzer company from the 2d Con- 
stabulary, attached to I Corps on 22 Janu- 
ary; as well as other mixed detachments. 
All of these units, it must be added, were 
understrength, tired, poorly fed, and, ex- 
cept for the 26th Cavalry squadron and 
the howitzer company, had no automatic 
weapons at all. 

Against this array of units Colonel Naka- 
nishi had only a single battalion, less one 
company. Moreover, the Japanese probably 
suffered greater hardships than their op- 
ponents. It is extremely doubtful that Ki- 
mura was ever able during this period to 
establish a supply route over the mountains 
and through the I Corps line to the men at 
the roadblock. Nor is there any definite evi- 
dence of enemy air drops to Nakanishi's 
troops. His men probably had no supplies 



other than those they had carried across the 
mountain. Their staunch defense of the 
roadblock in the face of such strong opposi- 
tion was therefore the more remarkable, ex- 
plainable only by the difficulty of the ter- 
rain, which favored the defender, by train- 
ing, and by determination. 

While the fight for the roadblock was be- 
ing fought to a standstill, the Japanese con- 
tinued to push against the main line of re- 
sistance. Their advance was contested by 
Colonel Berry's 3d Infantry and elements 
of the 1st Infantry, but by evening of the 
24th the "situation was desperate and 
rapidly growing worse." 42 The line was 
under attack from the north, ammunition 
was short, and the supply route had been 
cut. The 1st Division troops, whose food 
stocks were low when the roadblock was 
established, were suffering from a real 
shortage of rations. Under the circum- 
stances there was litde for Colonel Berry, 
who for all practical purposes was now com- 
manding the 1st Division, to do except to 
abandon the main line of resistance. His 
position was untenable, his supplies gone, 
his men exhausted and hungry. He could 
not even rely on continued artillery sup- 
port since Colonel Fowler's ammunition 
was exhausted. On his own responsibility, 
after consultation with Colonel Fowler and 
Maj. A. L. Fitch and without permission 
from General Wainwright, Berry made the 
"inevitable" decision to withdraw. 43 

* Berry, Hist of 3d Inf, 1st Reg Div (PA), p. 4. 

43 Ltr, Berry to Ward, 1 1 Jan 52, OCMH ; ltr, 
Fowler to author, 11 Mar 49, OCMH. Wainwright 
confirms Berry's responsibility and the fact that he 
was acting without orders. Ltr, Wainwright to TAG, 
27 Jun 47, sub: Recommendation for DSC for Col 
Berry, copy in OCMH. 

Colonel Collier tells an entirely different story 
about the withdrawal of the 1st Division but 
this account has not been accepted in the absence 
of corroborating testimony. Collier, Notebooks, 
III, 36. 

Having made his decision, Berry still had 
a difficult problem to face. By what route 
would his men withdraw and what equip- 
ment could he save? On his front was the 
122d Infantry; to his rear was the 3d Bat- 
talion, 20th Infantry, firmly in position 
along the roadblock. With the West Road 
blocked, Colonel Berry had only one route 
southward, the narrow beaches paralleling 
the South China Sea coast line. If he used 
this route, he would have to abandon his 
vehicles, Colonel Fowler's artillery, and all 
heavy equipment. Moreover, he would be 
without cover from air attack while he was 
on the exposed beaches. Knowing all this. 
Berry had no choice but to withdraw along 
this route. 

On the morning of the 25th the order to 
withdraw was issued. All guns, trucks, and 
equipment which could not be moved along 
the beaches were to be destroyed. "My 
officers and myself," wrote Colonel Fowler, 
the artillery commander, "destroyed the 
guns with tears in our eyes." 44 At 1030 the 
withdrawal began, with men bearing the 
wounded on improvised litters leading the 
way. Covering the withdrawal was the 1st 
Battalion, 3d Infantry, blocking the West 
Road along the slopes of Mauban Ridge. 
Colonel Rodman's men kept the beaches 
clear of Nakanishi's patrols by pressing in 
against the roadblock from the west. 

The withdrawal of the 1st Division from 
the main line of resistance was made by bat- 
talion, from east to west. The route of with- 
drawal ran westward through the battalion 
support area to the West Road and then 
along it to the 3d Infantry command post. 
From here the troops scrambled down trails 
to the water's edge, where a station was es- 
tablished to direct the men on their way 
toward Bagac. By noon of the 25th an esti- 

44 Ltr, Fowler to author, 1 1 Mar 49, OCMH. 



mated 1,000 men had "infiltrated south"; 
of this number about one fourth were clad 
only in underwear, carried no arms, and 
passed as civilians. 45 By nightfall the main 
force had reached the beach from where the 
men made their way south as best they 
could. The withdrawal continued during 
the night, the covering troops pulling back 
under cover of darkness to join their com- 
rades in the flight to safety. 

The difficult task of disengaging the 
enemy and moving a large number of men 
to the rear along a dangerously exposed and 
inadequate route of withdrawal was accom- 
plished with a minimum of loss and confu- 
sion. The maneuver had been well planned 
and executed. Only one tragic fact marred 
the success of the withdrawal — the loss of the 
artillery. Altogether, twenty-five pieces, of 
which fifteen were 2.95-inch mountain guns 
and the rest 75's, had to be left behind. 
These had been emplaced just behind the 
infantry when the line was set up. Their de- 
struction by the retreating artillerymen left 
I Corps with but two 155's and four 75-mm. 
guns (SPM) .'' 6 At least the destruction was 
accomplished with the greatest efficiency for 
the Japanese failed to report the capture of 
any large number of guns. 

Presumably when the 1st Division ele- 
ments and the artillery withdrew from the 
Mauban line, the other units to its right, the 
3 1 st Field Artillery and Company K of the 
1st Infantry, also pulled back. There is no 
record of their movement beyond scattered 

"USAFFE G-4 Journal, Bataan Echelon, 25-26 
Jan 42, Extract from G-2 Rpt of 1 200, 25 Jan 42 
[erroneously written as 24 Jan], AG 461 (25 Dec 
41) Phil Reds. 

40 There is some confusion as to the exact number 
of pieces lost as a result of the withdrawal and the 
figures given are the best that could be worked out 
from the conflicting sources. 

references to Filipino troops infiltrating to 
the south. 47 

By evening of the 25 th the Mauban line 
had been evacuated. That night MacArthur 
reported to the War Department that enemy 
pressure on the left had forced him "to give 
ground with some loss including guns of 
the obsolete 2.95 type." 48 The situation, he 
asserted, had been stabilized and "for the 
present the immediate danger is over." At 
the time he sent these reassurances to Wash- 
ington, the enemy had already scored a 
great victory against II Corps and the with- 
drawal of both corps was in progress. 

The Abucay Line Is Turned 

A week before the withdrawal from the 
Mauban line, it will be recalled, the situa- 
tion in the II Corps area on the east had 
already become serious. The disintegration 
of the 51st Infantry on the 16th had un- 
hinged the left flank of Parker's corps and 
had left the line exposed. "Unless the 51st 
Division sector could be regained," wrote 
General Parker later, "it was evident that 
my left flank would be enveloped and the 
position would be lost." 49 To recover the 
lost ground and fix firmly the western an- 
chor of his main battle position, Parker had 
ordered the Philippine Division (less 57th 
Infantry) to counterattack at daylight of 
the 17th. The 31st Infantry (US) had 

17 General Berry stated in an interview that there 
was not a single American officer with the 3 1st Field 
Artillery and that it withdrew without orders from 
Mt. Silanganan. No light is cast on this subject by 
General BluemePs report since the 31st Division at 
this time was in II Corps. Interv, author with Berry, 
Jan 48; Bluemel, 31st Div (PA) Rpt of Opns, 

4S Rad, MacArthur to TAG, No. 119, 25 Jan 42, 
AG 381 11-27-41 Sec 1) Far East. 

" s SLF and II Corps Rpt of Opns. o. 32. 



moved into position near Abucay Hacienda 
the evening before; the 45th Infantry (PS) 
was still moving up and was about 6,000 
yards southeast of that barrio when zero 
hour came. Thus, the attac k, when it w as 

made, was a piecemeal one. {Map 11) 

At 0815, 17 January, the American troops 
of the 31st Infantry, led by Col. Charles L. 
Steel, jumped off from the line of departure 
and advanced north along Trail 12, nearly 
a mile east of Abucay Hacienda. On the left 
was the 1st Battalion; next to it, astride and 
to the right of the trail, was the 2d Battalion. 
The 3d Battalion was in reserve. The 1st 
Battalion on the left met little opposition and 
was able to reach the Balantay River by 
nightfall. The 2d Battalion on the right was 
not so fortunate. About 400 yards from the 
line of departure it encountered enemy re- 
sistance and, despite numerous attempts to 
break through, was unable to advance far- 
ther that day. To fill the gap between the 1st 
and 2d Battalions, which had developed as 
a result of the unimpeded advance on the 
left, Company K from the reserve battalion 
was sent into the line. 50 

50 The account which follows is based on the 
following sources: On the Japanese side, 65 th Brig 
Opns Rpt, Mt. Natib, pp. 25-31 ; 14th Army Opns, 
I, 94-98. On the American side, SLF and II Corps 
Rpt of Opns, pp. 32-37; Phil Div Rpt of Opns, 
pp. 12-13; Lt Col Jasper E. Brady, Jr., Diary, pp. 
2-3, in Brady Papers, OCMH; Pray, Co G, 31st 
Inf (US) Abucay Hacienda, pp. 9-17; Besbeck, 
Opns 3d Bn, 45th Inf (PS) at Abucay Hacienda, 
pp. 12-27; H. J. Pierce, Opns of Co L, 45th Inf 
(PS) at Abucay Hacienda, pp. 7-14; Conrad, Opns 
of 31st Inf (US) 8 Dec 41-9 Apr 42, pp. 14-15; 
Fortier, Notes on 41st Div (PA), p. 2; Bluemel, 
31st Div (PA) Rpt of Opns, p. 10; O'Day, 21st 
Div (PA), II, 27-29; Jones, 51st Div (PA) Order 
of Events, 29 Dec 41-26 Jan 42, pp. 4-5; Richards, 
Steps to a POW Camp, pp. 20-21; Mead, Opns 
and Mvmts of 31st Inf (US), p. 21 ; Maj Clarence 
R. Bess, Opns of Service Co, 31st Inf (US), 5 Jan 
42-9 Apr 42, pp. 22-23, and Maj Kary C. Emer- 
son, Opns of II Phil Corps on Bataan, 10 Jan-8 Apr 
42, pp. 18-19 (both papers prepared for Advanced 

Plans for the next day's action were 
drawn up at a predawn conference held at 
the 41st Division command post. Present 
at the meeting were General Lough, Philip- 
pine Division commander; Col. Malcolm 
V. Fortier, 41st Division senior instructor; 
Col. Thomas W. Doyle, commander of the 
45th Infantry, which had finally reached the 
scene; and Colonel Steel of the 31st. After 
some discussion it was agreed that a co-ordi- 
nated attack by all present would be made 
that morning. The 31st Infantry was to at- 
tack north, and the 45th, echeloned by bat- 
talion to the right rear, would deliver the 
main assault between the 31st and 43d to 
the right. The 43d Infantry was to main- 
tain its position along the regimental reserve 
line. Artillery support for the advance would 
be furnished by 41st Division artillery. 

As his 45th Infantry moved forward to 
the line of departure early on the morning 
of the 1 8th, Colonel Doyle learned that the 
1st Battalion of the 31st was under strong 
enemy pressure and in danger of being out- 
flanked. A hurried conference between 
Doyle and Steel produced a revised plan of 
operations. The 3d Battalion, 45th Infan- 
try, was now to move to the left of the 31st 
Infantry, supporting the 1st Battalion of 
that regiment on the extreme left of the Abu- 
cay line. The rest of the units would continue 
the attack as planned. 

The 45th Infantry attack began later 
than planned, but proceeded without major 
mishap. The regiment — less the 3d Bat- 
talion, which had lost its way and overshot 
the mark — advanced between the 31st and 
43d but was unable to reach its objective, the 
Balantay River, before dark. The 3d Bat- 

Officers Course in 1947-48 and 1949-50, respec- 
tively, The Infantry School) ; interv, Stanley Falk, 
research asst, with Col Wright, formerly S— 3 45th 
Inf (PS), 5 Oct 50; ltr, Doyle to Ward, 8 Jan 52, 



talion, after a false start which found it 
"climbing the backs" of the 31st Infantry's 
left company, finally reached the river by 
1 630. There it settled down to hold a front 
of 1 ,400 yards, with no protection on its left 
except that offered by the jungle. The 1st 
Battalion, 31st Infantry, to its right was at 
the river line, but the 2d Battalion was still 
short of the river, as were the 45 th Infantry 
elements to its right. Thus at the end of the 
second day of counterattack the Japanese 
still held the salient above Abucay Hacienda. 

The situation was still threatening. In ad- 
dition to the danger presented by the west- 
ward movement of Imai's 141st Infantry, 
Parker was receiving reports from artillery 
spotters of Japanese, still out of range, mov- 
ing down the Abo-Abo River valley in a 
southeasterly direction. These were the men 
of Takechi's 9th Infantry, sweeping wide 
around Parker's left end toward the posi- 
tions now held by the remnants of Jones's 
51st Division and the reserve 31st Division 
near Guitol. 

On the 1 9th the American and Scout reg- 
iments resumed the attack. Starting just be- 
fore noon the 31st Infantry hit the enemy 
salient only to be repulsed. Time after time 
the American infantrymen re-formed and 
attacked, but with no success. Efforts to 
bring tanks into the action failed when Par- 
ker's request for tank support was refused 
on the ground that the terrain was unsuit- 
able for tank operations. Sending armor into 
such an engagement, wrote Weaver, would 
be "like sending an elephant to kill flies." 51 
On the west, the 3d Battalion, 45th Infan- 

01 Ltr, Weaver to Wainwright, 20 Nov 45. 
Weaver, in his comments on this manuscript, states 
that his remark was made with reference to the use 
of tanks in the earlier action in the 57th Infantry 
area and that no request for tanks was made by 
General Parker at this time. Comment 41, OCMH. 

try, now attached to the 31st Infantry, was 
under fire throughout the day from troops 
of the 141st Infantry who had infiltrated 
into the American line. Only on the right 
did the Philippine Division make progress 
that day. There, elements of the 1st and 2d 
Battalions, 45th Infantry, were able to reach 
the Balantay early in the afternoon. 

Despite this limited success the prospects 
for the Philippine Division counterattack 
were distinctly unfavorable on the evening 
of the 1 9th. Enemy pressure against the left 
flank had become extremely strong and the 
3d Battalion, 45th Infantry, was under fire 
from the enemy's automatic weapons. More 
ominous was the report from a 45th Infan- 
try patrol that an enemy force- — presumably 
the 9th Infantry — had already passed 
around the II Corps flank. But General Par- 
ker did not know that Nara, abandoning all 
hope for success along the coastal road, had 
ordered the 2d Battalion, 141st Infantry, to 
rejoin Colonel Imai at the opposite end of 
the line. Nara had further strengthened the 
141st by attaching to it a company of the 
9th Infantry. These arrangements com- 
pleted, Nara directed Colonel Imai to 
launch an all-out attack against Parker's 
left flank and rear "to drive the enemy 
southeastward and annihilate them." The 
attack was to open at noon of the 22d, by 
which time all the units would be in place 
and all preparations completed. 62 

On 20 and 21 January the Americans 
and the Scouts again made numerous un- 
successful efforts to restore the original line. 
The terrain, dense vegetation, and the lack 
of accurate information about the enemy 

* 65th Brig Opns Order, Series A, No. 82, 1800, 
19 Jan 42, App. 11, 65 th Brig Opns Rpt, Mt. 
Natib, pp. 58-60. The order gives the date 21 
January for the attack, but this is evidently a mis- 
print since there is no indication of a delay. 



prevented effective co-ordination and made 
contact between front-line units extremely 
difficult and sometimes impossible. During 
these two days the Japanese made their 
preparations for the scheduled offensive. 
Leaving enough men in position to contain 
the two Philippine Division regiments, Colo- 
nel Imai gradually shifted the bulk of his 
men westward to the extreme left of the II 
Corps line. At dawn of the 2 2d these men be- 
gan crossing the Balantay northwest of Abu- 
cay Hacienda, to the left of the 3d Battalion, 
45th Infantry. By 1000 enough men and 
heavy weapons had been put across to begin 
the attack. 

The offensive opened shortly before noon 
with an air attack and an artillery bar- 
rage, directed mainly against the 1st Bat- 
talion, 31st Infantry, immediately adjacent 
to the 45th Infantry's 3d Battalion on the 
corps left flank. Colonel Imai then sent 
his men into the attack. Whether by chance 
or design, the weight of the infantry attack 
fell upon the same battalion that had suf- 
fered most from the artillery preparation, 
and the 1st Battalion, 31st Infantry, began 
to fall back slowly. Under the threat of en- 
velopment from the east and west, the 3d 
Battalion, 45th Infantry, broke contact with 
the enemy and also moved back. The 3d 
Battalion, 31st, was also exposed by the 
withdrawal, for on its right was the enemy 
salient and on its left was the gap left by 
the 1st Battalion. It, too, began to fall back, 
refusing its left flank. By late afternoon the 
31st Infantry and the attached 3d Bat- 
talion of the 45th had formed a new line 
east and south of Abucay Hacienda. The 
2d Battalion remained in place about 1,000 
yards east of the Hacienda, along the east- 
west road leading to that barrio. To its left 
was the 3d Battalion, 31st Infantry, then 
the 1st Battalion with its flank sharply re- 

fused and facing almost due west. The 3d 
Battalion, 45th Infantry, was in support 
about 100 yards behind the 31st Infantry 

By nightfall on the 22d, the 31st and 
45th Infantry were in approximately the 
same place they had been five days earlier 
when they began the counterattack. The 
physical condition of the men, however, had 
greatly deteriorated. They had been in ac- 
tion almost continuously during these five 
days and the strain of combat was clearly 
evident. The men on the front line had re- 
ceived little water or food and practically no 
hot meals during the battle. Many had been 
forced to rely on sugar cane to satisfy their 
thirst and hunger. All the men showed the 
effects of sleepless nights spent in beating 
off an enemy who preferred to attack dur- 
ing the hours of darkness. Casualties had 
been heavy, and the men were particularly 
bitter about Japanese air bombardment, 
against which the Americans had no 

The infiltration tactics of the Japanese, 
which carried them into and behind the 
American positions, also did much to wear 
down physical resistance and lower morale. 
Japanese artillery fire had been unopposed 
for the most part, largely because the ter- 
rain prevented close artillery support. 
When the guns to the rear had offered sup- 
port, they had been quickly forced into 
silence by enemy dive bombers which 
buzzed around the offending weapons like 
bees around a hive. Against an enemy well 
equipped with mortars and grenade dis- 
chargers, and supported by artillery and air- 
craft, the Americans had only a limited 
number of improvised hand grenades and 
3-inch Stokes mortars with ammunition 
that contained a very high proportion of 
duds. "It was only through maximum ef- 



fort and determination," wrote one com- 
pany commander, "that we were able to 
attack, and later, defend as long as we 
did." 53 

General Nara .misread entirely the sig- 
nificance of the advance of his men on the 
22d. He felt that the action had not gone 
well and that progress had been slow. 
"Indignant in a towering rage," he could 
see no hope of victory in sight. 54 General 
Parker made a more accurate estimate of 
the situation. "It was now evident," he 
wrote, "that the MLR [main line of re- 
sistance] in the 51st Division Sector could 
not be restored by the Philippine Divi- 
sion." 55 The counterattack of the Philip- 
pine Division, on which Parker had based 
his hopes for restoring the left portion of 
his line, had failed. 

Not only had the Japanese driven in the 
II Corps left flank but they now threatened 
to envelop the entire line and pin the corps 
against the sea. On the 17 th, the 9th In- 
fantry (less two companies) had entered 
the Abo-Abo River valley on its journey 
southeast toward Orion, far behind the line. 
Though handicapped by inadequate maps, 
lack of communications with brigade head- 
quarters, shortage of rations, and the diffi- 
cult terrain, Colonel Takechi's men had, 
by 19 January, reached a position on the 
flank and in the rear of the line. 56 Their 
advance, though observed, had been un- 

"Conrad, 31st Inf (US), p. 15. Conrad com- 
manded Company F. 

" 65th Brig Opns Rpt, Mt. Natib, p. 29. 
M SLF and II Corps Rpt of Opns, p. 34. 
68 The maps used were drawn to the scale 1 : 200,- 

000. Takechi was not sure where he was and may 
not even have known he was following the Abo-Abo 
River. General Nara was not even aware that 
Takechi had entered the Abo-Abo valley. 65th 
Brig Opns, Mt. Natib, pp. 26-31 ; 14th Army Opns, 

1, 98. 

All General Parker had to meet this new 
threat was Bluemel's 31st Division (less 
elements), the 3d Battalion, 21st Infantry, 
and the remnants of Jones's 51st Division. 
These units were in the vicinity of Guitol, 
about four miles south of Abucay Hacienda. 
Still in position astride the Guitol trail, which 
joined Guitol with Abucay Hacienda, was 
the covering force consisting of remnants 
of the 51st Infantry and most of the 21st 
Engineer Battalion. So weak was this cov- 
ering force that it could do little more, in 
Jones's words, than hold the trail "with 
both flanks open." 57 

By the morning of 19 January the com- 
manders at Guitol were receiving reports of 
the approaching enemy force. Patrols of 
the 21st Infantry attempted to hold up ad- 
vance elements of the 9th Infantry but were 
easily routed. During the middle of the 
afternoon the Japanese met and engaged 
elements of the 21st and 31st Divisions be- 
fore Guitol. The former promptly withdrew, 
but the green untried 31st Division troops 
remained in place to fire indiscriminately 
at friend and foe through the night. The 
small enemy force withdrew the next morn- 
ing and was gone when General Bluemel 
finally quieted his hysterical troops and or- 
ganized a counterattack with the 3d Bat- 
talion, 31st Infantry. 58 

On 21 January Takechi's men appeared 
behind the covering force along the Guitol 
trail and seized the high ground, from which 
they could dominate the Abo-Abo River 

57 Jones, 51st Div (PA) Order of Events, p. 4. 

"The reasons for the withdrawal of the 21st 
Division (PA) elements on the afternoon of the 
19th is not clear. One explanation given is that 
its task was to reorganize stragglers of the 51st 
Division (PA). O'Day, 21st Div (PA), II, 28. 
This does not seem a compelling enough reason 
for a withdrawal. Col Robert J. Hoffman, and 
Bluemel, Comments on Draft MS, Comments 9 
and 18, OCMH. 



valley. An attempt, first by the 51st Infantry 
on the north, and then from the south by 
General Jones, to recapture the hill proved 
unsuccessful. The covering force, cut off 
from direct access to Guitol via the trail, 
was forced to move north that night to Abu- 
cay Hacienda, then south by another route 
to rejoin the division near Guitol. The Japa- 
nese were now in position to make good 
their threat to envelop II Corps. With his 
left flank driven in and with the Japanese 
in possession of the high ground dominating 
the left and rear of his line, General Parker 
was in a most vulnerable position. 

The Withdrawal 

On Corregidor MacAfthur and his staff" 
had been receiving full" and complete re- 
ports each day on the progress of the cam- 
paign from General Marshall and his as- 
sistants in the Bataan echelon of USAFFE. 
These reports had proved most disquieting, 
and on 22 January General Sutherland on 
MacArthur's orders went to Bataan himself 
to get "a clear picture of the situation." 68 
His first stop was Limay, near where Gen- 
eral Parker had his headquarters. There he 
discussed the situation with the II Corps 
commander before moving on to visit Gen- 
eral Wainwright. Actually, Sutherland's 
trip to I Corps was unnecessary for, after 
his talk with General Parker, he had de- 
cided that "a withdrawal from the Abu- 
cay-Mt. Natib position was essential." 60 
He gave both corps commanders verbal 
warning orders to prepare for a general 
withdrawal to the reserve battle position be- 
hind the Pilar-Bagac road and told them 

M USAFFE-USFIP ttr. t of Opns, p. 48. 

80 SLF and II Corps Rpt of Opns, p. 37. See also 
General Parker's letter to author, 14 Feb 48, in 
OCMH, in which he states that Sutherland did 
not announce the decision to him at this time. 

they would receive written orders that 

Sutherland's decision, approved by Mac- 
Arthur, was based on a clear and correct 
understanding of the tactical situation. The 
disintegration of the 51st Division, coupled 
with the failure of the Philippine Division 
to restore the main line of resistance, had 
opened a wide gap on the left flank of II 
Corps through which the enemy had pushed 
an unknown number of troops. The wedge 
that now existed between the two corps left 
both exposed to envelopment and made the 
entire line untenable. Moreover, the route 
of withdrawal in I Corps had been jeop- 
ardized by the enemy's establishment of a 
roadblock behind the line on the West 
Road. With USAFFE reserve and the re- 
serves of the two corps committed, Suther- 
land realized that failure to withdraw at 
this time might well result in disaster. 

The decision made, General MacArthur 
alerted the War Department to the imped- 
ing move. "The enemy," he wrote, "seems 
to have finally adopted a policy of attrition 
as his unopposed command of the sea en- 
ables him to replace at will." He pointed 
out that his losses had been very heavy and 
"now approximate 35 percent of my entire 
force" with some divisions showing a loss 
"as high as sixty percent." His diminishing 
strength, he explained, would soon force 
him to fall back to a new line, where he 
planned to make his final stand. "I have 
personally selected and prepared this posi- 
tion," he told the Chief of Staff, "and it is 
strong." 61 

" Rad, MacArthur to Marshall, No. 108, 23 Jan 
42, AG 381 (11-27-41 Sec 1) Far East. The losses 
which MacArthur mentions in this message refer to 
the entire campaign since 8 December and not to 
the action on Bataan alone. Since there are no 
casualty tables for this campaign, it is not possible 
to state what the losses for the action along the 



That General Mac Arthur viewed the 
situation on Bataan with the greatest con- 
cern is evident from the tone of the message 
and from his specific request to the Chief of 
Staff that the "fame and glory" of the men 
on Bataan "be duly recorded by their coun- 
trymen." While his army was still intact, 
MacArthur declared that he wished to pay 
tribute "to the magnificent service it has 
rendered. No troops have ever done so much 
with so little." The final pessimistic note 
came when MacArthur raised the question 
of his successor "in case of my death." In 
such an event he recommended that his chief 
of staff, General Sutherland, be appointed 
to succeed him. "Of all my general officers," 
MacArthur declared, "he has the most 
comprehensive grasp of the situation." 62 

The order for the withdrawal, issued on 
on the night of 22 January, called for the 
progressive evacuation of the line, to be com- 
pleted by daylight of the 26th. The troops 
would start to withdraw under cover of 
darkness the following day, 23 January, and 
would continue the withdrawal on each 
succeeding night until all troops had reached 
the reserve battle position. 83 The speed 
with which these detailed orders were issued 
indicates that they had already been pre- 
pared, an assumption which is entirely rea- 
sonable in view of the fact that the Abucay- 
Mauban line was never intended as the 
place where the troops would make their last 
stand. It had been occupied primarily to 
keep the Pilar-Bagac road in American pos- 
session as long as possible and to allow time 

Abucay-Mauban line were. It is extremely doubtful 
that they were serious enough to force a withdrawal, 
as implied in the message cited. The reasons for the 
withdrawal were tactical. 

" Ibid. The author has been unable to find in the 
records any response to this message. 

** USAFFE FO 9, 22 Jan 42, AG 300 (28 Dec 
41) Phil Reds. 

to prepare the final line to the rear. 64 That 
line extended generally along the Pilar- 
Bagac road, "a baked clay road with a 
double track," crossing it at various points 
to take advantage of favorable terrain. 65 

Under the withdrawal plan, II Corps 
was to move first, on the night of the 23d- 
24th, leaving only one night for the with- 
drawal of I Corps. As Wainwright's men 
had been moving back since the"22d, little 
difficulty was expected in this sector. The 
withdrawal of II Corps required a compli- 
cated plan, calling for the shift of the 45th 
Infantry and the 11th Division (less artil- 
lery ) from Parker's to Wainwright's sector. 

The first elements to abandon their posi- 
tion would be the heavy artillery and serv- 
ice installations which would begin to move 
out the first night, 23-24 January, and 
would arrive at their new positions by day- 
light of the 25th. A covering force, led by 
General Lough of the Philippine Division, 
was to protect the retirement of II Corps' 
combat elements from the main line of re- 
sistance by establishing a thin line extend- 
ing from the vicinity of Balanga westward 
to Guitol. Along this line, from east to west, 
would be posted the remnants of the 51st 
Division, the 33d Infantry ( PA) , a battalion 
of the 31st Infantry (PA) , one third of the 
57th Infantry (PS), and one third of the 

" This supposition is supported by Colonel Col- 
lier, who, in his notebooks and in an interview 
with the author, declared that the orders had been 
prepared in advance. Collier, Notebooks, III, 37; 
interv, author with Collier, 20 Nov 46. 

M The quotation is from a poem entitled "Abucay 
Withdrawal" in Henry G. Lee, Nothing But Praise 
(Culver City, Calif., 1948). Lieutenant Lee was in 
Headquarters Company, Philippine Division, and 
wrote the poems included in this small volume dur- 
ing the campaign and in prison camp. He was 
killed when the prison ship on which he was being 
transferred to Formosa was hit by an American 
bomb. The poems had been buried in the Philip- 
pines and were recovered after the war. 

BRIG. GEN. MAXON S. LOUCII, left, with Col. Harrison C. Browne (CofS Phil 
Div) and Capt. Joseph B. Sallee (ADC) , near the front lines. 



31st Infantry (US). General Lough would 
be supported by Weaver's tank group and 
the 75-mm. guns (SPM). 

From right to left, the front line units 
would begin to fall back through the cover- 
ing force at 2300 of the 24th, leaving be- 
hind a shell to hold the original position. 
This shell, consisting of one rifle company 
and one machine gun platoon for each bat- 
talion, with the addition of a battery of 75- 
mm. guns for each regiment — would start 
its own withdrawal at 0300 of the 25th. 
At 2330 on the 25th the covering force 
would fall back rapidly and by daylight of 
the 26th, if the movement was completed 
as planned, all units would be in position 
along the new line. 66 

During the night of 23-24 January the 
artillery and service elements withdrew suc- 
cessfully, while all other units made hur- 
ried preparations to follow the next night. 
The covering force took its position during 
the day, with the tanks, scheduled to be the 
last to pull out, deployed along the East 
Road and the so-called Back Road south- 
east of Abucay Hacienda. The night of 24- 
25 January was one of confusion. On the 
extreme right of the line, troops of the 21st 
Division in the 57th Infantry sector began 
to fall back from positions above Abucay 
along the East Road. In the center of the 
line the 41st Division withdrew along the 
Back Road. 

The intersection of the Back Road with 
the east-west road connecting Abucay with 
Abucay Hacienda was the scene of the 
greatest confusion. Troops poured into the 
road leading south from all directions. Ef- 
forts to organize the men and keep the units 
intact were fruitless. There were no military 
police to regulate the traffic and it proved 

'"USAFFE FO 9, 22 Jan 42; SLF and II Corps 
Rpt of Opns, p. 30; Phil Div Rpt of Opns, p. 14. 

impossible to maintain any semblance of 
order or organization. At times movement 
of vehicles and men stopped altogether, de- 
spite the best efforts of American and 
Philippine officers. "It was impossible," 
wrote Colonel Miller, commander of a tank 
battalion, "to do anything but keep the mass 
moving to the rear — praying — hoping — 
talking to yourself out loud — gesticulat- 
ing — and trying to make yourself under- 
stood. It was a nightmare. 67 Had the enemy 
chosen this moment to register artillery on 
the road junction, the cost in lives would 
have been shocking and the withdrawal 
might well have ended in a rout. cs 

On the left of the line the pressure which 
had been building up against the Philip- 
pine Division on the 23d and 24th reached 
its climax just as the Scouts and Americans 
began their withdrawal that night. As the 
men began to move out of the line, heading 
east toward Abucay and the East Road, the 
Japanese hit the thin covering shell. Against 
determined Japanese onslaughts the shell 
held long enough to permit the bulk of the 
men to withdraw. At about 0300 of the 25th 
the last of the Americans of the 31st Infan- 
try, covered by heavy fire from the 194th 
Tank Battalion, staggered out of their posi- 
tions, looking "like walking dead men." 
"They had a blank stare in their eyes," 

" Miller, Bataan Uncensored, p. 156. For the 
withdrawal of each unit the author used the sources 
relating to the various units already cited. See also 
ltr, Doyle to Ward, 8 Jan 52, OCMH, in which 
Colonel Doyle states that at about 0230 of the 25th 
he "took over this mess of men and trucks" and 
"cleared the congested area." 

° s In prison camp Maj. Kary C. Emerson of the 
Philippine Division and II Corps staff talked with 
many small unit commanders and they all agreed 
that "coordination was poor, that all roads were 
clogged with troops and vehicles, and that had the 
Japanese artillery fired on the roads . . . our losses 
would have been very severe. ... in fact, mass 
slaughter." Emerson, Opns of II Phil Corps, p. 19. 



wrote an officer of the regiment, "and their 
faces, covered with beards, lacked any sem- 
blance of expression." Unwashed and un- 
shaven, their uniforms in shreds, "they 
looked like anything but an efficient fighting 
force. . . 

The withdrawal continued throughout 
the night of 24-25 January, all the 
next day and on through the night, with 
the Japanese in full pursuit. On the 25th 
Japanese aircraft were out in full force, 
bombing and strafing the retreating soldiers. 
From early morning until dusk, enemy 
planes buzzed unopposed over the long col- 
umns of men, dropping bombs and diving 
low to spray the road with machine gun 
bullets. The Philippine Army soldier, in 
dusty blue denims, coconut hat, and canvas 
shoes, watched "with apprehensive eyes" 
for the first far speck of approaching planes. 
When the attacks came and the road 
erupted "in a sheet of death," the "untrained 
denim men" milled "like sheep in a slaughter 
pen." 70 The reaction of the American in- 
fantryman, with his scarred and tilted hel- 
met and shredded khaki trousers black with 
dirt, was more expressive. At the first alarm, 
he threw himself to the ground and "in a 
tone of hurt disgust" cursed 

. . . the noble Japanese 

With four letter Saxon obscenities. . . . n 

As the II Corps units moved into posi- 
tions along the new line on the morning of 
26 January, they were covered by the two 
tank battalions. The tanks of the 194th were 
stretched out for nearly a mile along the 
north-south Back Road, near Bani, with in- 
structions to hold until two disabled tanks 
along the narrow road could be moved back. 

68 Mead, Opns of 31st Inf (US), p. 21. 
70 Lee, "Abucay Withdrawal," Nothing But 
Praise, p. 25. 
" Ibid. 

Atop a knoll at the southern end of the 
column were the 75-mm. guns (SPM), 
which, with the tanks, were designated as 
the last elements of the covering force to 
withdraw. Between 0930 and 1030 that 
morning the tankers came under attack 
from the 141st Infantry, which moved in on 
the column from the west. In the fight that 
followed, the SPM's added their accurate 
fire power to the armor-piercing 37-mm. 
shells of the 194th. Unable to advance, 
Colonel Imai called for artillery support and 
soon enemy shells were falling near the road- 
bound tanks. The enemy's mortars joined 
the battle and by noon shells were falling 
dangerously close to the Americans. Though 
the two disabled tanks had not yet been 
pulled out, the tank column was forced to 
fall back and leave the two behind. Pursued 
by low-flying aircraft, the SPM's and then 
the tanks withdrew to the safety of the new 
line. Though they had delayed the Japanese 
only a few hours, they had given the disor- 
dered units a chance to dig in for the ex- 
pected onslaught. 72 

While II Corps was withdrawing under 
heavy pressure, I Corps fell back with little 
difficulty. Cut off from the corps com- 
mander, Colonel Berry, it will be recalled, 
had independently decided to withdraw 
from the Mauban line. Wainwright, in the 
meantime, had received instructions from 
General Sutherland to evacuate the 
Mauban position and fall back behind the 
Pilar— Bagac road. As he was going forward, 
he met Colonel Berry who, by his decision, 
had anticipated Sutherland's order for a 
general withdrawal. Wainwright thereupon 

"Miller, Bataan Uncensored, pp. 161—70; Prov 
Tank Gp Rpt of Opns, pp. 21-22; USAFFE-USFIP 
Rpt of Opns, p. 50. General Nara claimed to have 
"routed the American tanks." 65th Brig Opns Rpt, 
Mt. Samat, 26 Jan-29 Feb 42, ATIS Enemy Pub 
289, 19 Jan 45, p. 7. 



directed Berry to continue to withdraw but 
to take his men all the way back to the 
Pilar-Bagac road. By morning of the 26th, 
I Corps was in position along the new line 
to the left of II Corps. 73 

Though they had finally been forced to 
give ground and abandon the first line of 
defense, the American and Filipino troops 
had inflicted heavy casualties on the enemy. 
The 65th Brigade had entered combat on 
9 January with a strength of 6,651 officers 
and men. By 24 January it had suffered 
1,472 combat casualties, almost all of which 
were in the three infantry regiments. At- 
tached units probably suffered proportion- 
ate losses and at the end of the Abucay fight 
General Nara wrote that his brigade had 
"reached the extreme stages of exhaus- 
tion." 74 

" Ltr, Wain wright to TAG, 27 Jun 47, sub: Rec- 
ommendation for DSC for Col Berry, copy in 
OCMH; USAFFE-USFIP Rpt of Opns, pp. 48-49. 

"65th Brig Opns Rpt, Mt. Natib, pp. 33, 38. 
Each infantry regiment entered combat with 1,919 
men. The 122d Infantry, which fought on the west 
coast, suffered 108 casualties; the 141st, 700; and 

When the troops of I and II Corps 
reached the reserve battle position, they 
were on the final line. Since 24 December, 
a month earlier, they had fallen back from 
position after position to reach the safety of 
Bataan. Here they had held off the over- 
confident enemy along a line which, because 
of the terrain in the center, was soon turned. 
After two weeks of hard fighting the Ameri- 
can and Filipino troops had fallen back 
again. Bataan had been saved, 

saved for another day 

Saved for hunger and wounds and heat 

For slow exhaustion and grim retreat 

For a wasted hope and a sure defeat. . . . 75 

There was no further retreat from the new 
line. "With its occupation," MacArthur 
wrote to the Chief of Staff, "all maneuver- 
ing possibilities will cease. I intend to fight 
it out to complete destruction." 76 

the 142d, 613. American and Filipino casualties 
for this same period are unknown. 

re Lee, "Abucay Withdrawal," Nothing But 
Praise, p. 26. 

TC Rad, MacArthur to Marshall, No. 108, 23 Jan 
42, AG 381 (11-27-41 Sec 1) Far East. 


The Battle of the Points 

On the same day that General Mac- 
Arthur made his decision to withdraw from 
the Abucay-Mauban line, 22 January, the 
Japanese set in motion a new series of oper- 
ations potentially as dangerous to the Amer- 
ican position on Bataan as General Nara's 
assault against II Corps. Begun as a limited 
and local effort to exploit the break-through 
at Mauban, this fresh Japanese attack soon 
broadened into a major effort by 14th Army 
headquarters to outflank I Corps and cut 
the West Road. It was to be an end run, 
amphibious style, with its objectives far to 
the south, in the Service Command Area. 
Altogether the Japanese landed at three 
separate places, each a finger of land — a 
point — jutting out from the rocky coast line 
of western Bataan into the South China 
Sea. The first landings came on 23 Janu- 
ary, as the American and Filipino troops 
began to fall back to the reserve battle posi- 
tion ; the last, on 1 February, four days after 
the new line along the Pilar-Bagac road 
had been established. Although the Jap- 
anese committed only two battalions to this 
amphibious venture, it posed a threat out of 
all proportion to the size of the forces en- 

{Map 13 

The Service Command Area 

When the American line was first estab- 
lished on Bataan on 7 January, defense of 
the southern tip of the peninsula, designated 
the Service Command Area, had been as- 
signed to Brig. Gen. Allan C. McBride, 

MacArthur's deputy for the Philippine De- 
partment. McBride's command included, 
roughly, all of Bataan south of the Mari- 
veles Mountains (the line Mamala River- 
Paysawan River formed the northern 
boundary ) , and was divided into an East 
and West Sector by the Paniguian River 
which flows southward into Mariveles Bay. 
Excluded from his control was the naval 
reservation near the town of Mariveles 
which was under the control of the Navy 
and defended by naval troops. 1 

The Service Command Area covered 
over 1 00 square miles. The distance around 
the tip of Bataan along the East and West 
Roads, from Mamala River on the Manila 
Bay side to the Paysawan River on the South 
China Sea coast, is at least forty miles. In- 
land, the country is extremely rugged and 
hilly, with numerous streams and rivers 
flowing rapidly through steep gullies into 
the surrounding waters. The coast line fac- 
ing Manila Bay is fairly regular but the west 
coast, where the Japanese landings came, is 
heavily indented with tiny bays and inlets. 
The ground on this side of the peninsula is 
thickly forested almost to the shore line 
where the foothills of the central range end 
in abrupt cliffs. Sharp points of land extend 
from the "solid curved dark shore line" to 
form small bays. A short distance inland, 
and connected with a few of the more prom- 
inent points by jungle trail, was the single- 

"USAFFE FO 2, 7 Jan 42, AG 300.4 (28 Dec 
41) Phil Reds; USAFFE-USFIP Rpt of Opns, p. 


23 Jonuory- I February 1942 


Elevations <n feet 

6 5 



lane, badly surfaced West Road, which 
wound its tortuous way northward from 
Mariveles. 2 

An adequate defense of this long and 
ragged coast line would have been difficult 
under the best of circumstances. With the 
miscellany of troops assigned to him, the 
task was an almost impossible one for Gen- 
eral McBride. Defending the east coast was 
a small Filipino force under Maj. Gen. 
Guillermo B. Francisco, commander of the 
2d Division (PA). To accomplish his mis- 
sion he had the 2d and 4th Constabulary 
Regiments, as well as other miscellaneous 
elements of his division, and one battery of 
75-mm. guns ( SPM ) . All that was available 
to guard the west coast against hostile land- 
ings was a mixed force of sailors, marines, 
airmen, Constabulary, and Philippine Army 
troops. Command of this sector was given 
to Brig. Gen. Clyde A. Selleck, 71st Division 
commander, on 8 January. Both sector com- 
manders, Francisco and Selleck, had similar 
orders: to construct obstacles and station 
their troops along those beaches suitable for 
hostile landings, maintain observation posts 
on a 24-hour schedule, and make arrange- 
ments for a mobile reserve of battalion size, 
alerted and ready to move by bus on thirty 
minutes' notice. 3 

General Selleck reported to McBride on 
the 9th and was told then "what I was to do 
and what I had to do it with." 4 His task was 
to defend ten miles of the western coast of 
Bataan from Caibobo Point southward to 

2 Skerry, Comments on Engineer Hist, No. 10; 
Collier, Notebooks, III, 21. 

" USAFFE FO 2, 7 Jan 42; memo, Funk for 
Asst G-3 USAFFE, 8 Jan 42, AG 300.6 (24 Dec 
41) Phil Reds; McBride, Notes on Bataan Service 
Command, p. 106. 

* Ltr, Selleck to Board of Officers, 1 Feb 46, sub: 
Statement on Reduction in Rank, p. 11, OCMH. 

Mariveles, where the Navy's responsibility 
began. The orders that had brought Selleck 
to the Service Command Area had also 
taken from him practically all of the combat 
elements of his 71st Division, leaving only 
the headquarters and service troops and one 
battalion of artillery (two 75-mm. guns plus 
one battery of 2.95-inch guns). In addition 
to these troops he had the 1st Constabulary 
Regiment from Francisco's division and five 
grounded Air Forces pursuit squadrons. 
From Comdr. Francis J. Bridget, command- 
ing the naval battalion at Mariveles, he re- 
ceived the assurance that the bluejackets 
would move in the West Sector should its 
southern extremity be threatened. 6 

The troops assigned to Selleck's command 
constituted a curious force indeed. Many of 
the men had no infantry training and some 
had never fired a rifle. They wore different 
uniforms and came from different services. 
Altogether, they formed a heterogeneous 
group which, even under peacetime condi- 
tions, would have given any commander 
nightmares. The planeless airmen had been 
issued rifles and machine guns when they 
reached Bataan and ordered to train as in- 
fantry. They had two weeks to make the 
transformation. During this time, to quote 
one of their number, they "charged up and 
down mountains and beat the bush for 
Japs" in an effort to master the rudiments 
of infantry tactics. 6 Their attempts to ac- 
quire proficiency in the use of the strange 
assortment of weapons in their possession 

"Rpt, Comdr Bridget to Comdt, 16th Naval Dist, 
9 Feb 42, sub: Action at Longoskawayan Point", 
p. 2, Off of Naval Reds ; memo, Selleck for McBride 
in McBride, Notes on Bataan Service Command, 
p. 131. The precise boundary between Selleck's 
sector and the Navy was at Apatot Bay. 

* The Dyess Story by Lt. Col. William E. Dyess, 
p. 38. Copyright, 1944, by Marajen Stevick Dyess. 
Courtesy of G. P. Putnam's Sons. Ind, Bataan, 
The Judgment Seat, p. 215. 



were hardly more successful. Some had the 
.30-caliber World War I Marlin machine 
gun; others, air corps .50-raliber guns on 
improvised mounts, Lewis .30-caliber ma- 
chine guns, and Browning automatic rifles 
(BAR) . In a group of 220 men there were 
only three bayonets, but, wrote one of their 
officers, ''that was all right because only 
three . . . men knew anything about using 
them." 7 

The Constabulary had had little training 
as infantry, having served as a native police 
force prior to their induction into the Army 
in December. The naval battalion con- 
sisted of aviation ground crews left behind 
when Patrol Wing Ten flew south, sailors 
from the Canopus, men from the naval base 
at Mariveles, and from forty to sixty marines 
of an artillery unit. Of this group, only the 
marines had any knowledge of infantry 
weapons and tactics. 8 

With this force Selleck made his plans 
to resist invasion. He set up his command 
post along the West Road at KP 191, mid- 
way between the northern and southern ex- 
tremities of his sector and about 5,000 
yards inland from Quinauan Point. After 
a reconnaissance, he set his men to work 
cutting trails through the jungle and forest 
to the tips of the more important promon- 
tories along the coast. Barbed wire was 
strung, machine guns emplaced, lookouts 
posted, and wire and radio communications 
established. Selleck had four 6-inch naval 
guns, but had time to place only two of 
them, manned by naval gun crews, into posi- 

7 Dyess, The Dyess Story, p. 39. 

! Morison, Rising Sun in the Pacific, p. 200. 
Morison states there were one hundred marines but 
this number is too high. Lt. William F. Hogaboom, 
who commanded these marines, put the number at 
forty. Hogaboom, "Action Report: Bataan," Ma- 
rine Corps Gazette (April 1946), p. 27. 

tion. One was at the northern extremity of 
his sector; the other, in the south. The third 
was to have been put in at Quinauan Point 
but the cement base was still hardening 
when the Japanese attacked. The road cut 
through the jungle to bring the gun in, how- 
ever, proved invaluable later. Selleck also 
planned to install searchlights atop prom- 
inent headlands to forestall a surprise night 
landing but never received the equipment. 9 
On 22 January Selleck was still frantically 
seeking more men and more weapons for his 
sector, but the critical ten miles of beach, 
which had been practically undefended 
only two weeks before, was now manned by 
troops and organized into battalion sectors 
for defense. On the north was the 17th Pur- 
suit Squadron, about two hundred men 
strong. Below it, down to the Anyasan River, 
was the 1st Battalion, 1st Constabulary 
Regiment. The 34th Pursuit Squadron, with 
16 officers and 220 men, occupied the next 
sector of the beach which included Quin- 
auan Point. Following in order from north 
to south were the 2d Battalion of the Con- 
stabulary regiment, the 3d Pursuit Squad- 
ron, and then the naval battalion. In reserve 
Selleck had the 3d Battalion of the Con- 
stabulary regiment and the 20th and 21st 
Pursuit Squadron. 10 There was little more 
he could do but wait and trust that his inex- 
perienced and poorly equipped men would 
perform well if the Japanese should come 
ashore at any of the tiny inlets in the West 

* Memo, Selleck for McBride, in McBride, Notes 
on Bataan Service Command, p. 131; intervs, au- 
thor with Selleck at various times in 1947 and 
1948; ltr, Selleck to Board of Officers, 1 Feb 46, 
sub : Statement on Reduction in Rank ; Col Alexan- 
der, Personal Recollections of Bataan, pp. 52-53, 
copy in OCMH. 

10 Memo, Selleck for McBride in McBride, Notes 
on Bataan Service Command, p. 131. 



Longoskawayan and Quinauan Points 

The Japanese scheme for a landing be- 
hind the American lines, a maneuver which 
General Yamashita was then employing 
with marked success in Malaya, originated 
with General Homma. On 14 January, 
when General Kimura, commander of the 
force driving down the West Road against 
Wainwright's I Corps, came to call on him, 
Homma had expressed his concern over the 
unexpected resistance along the east coast 
and the "stalemate" on the west coast. 
Though he did not apparently issue orders 
for an amphibious move, he pointed out to 
Kimura the advantages of a landing to the 
enemy's rear and told him that landing 
barges had already been ordered from Lin- 
gayen to Olongapo. 11 With his detachment 
of about 5,000 men, including most of the 
20th and 122d Infantry, Kimura had then 
advanced down the west coast and on 21 
January — when the 3d Battalion of the 20th 
Infantry established itself firmly on the West 
Road behind Wainwright's main line of re- 
sistance — appeared to be in an excellent po- 
sition to reach Bagac from where he could 
move east to take II Corps from the rear. 12 

That his drive on Bagac could be con- 
tinued "without difficulty" seemed certain 
to Kimura. But to forestall a possible enemy 
reaction south of Bagac and to protect his 
right (south) flank once he started to move 
east along the Pilar-Bagac road, Kimura 
decided to follow Homma's suggestion and 
send a portion of his detachment by water 
from Moron to Caibobo Point, five air miles 
below Bagac. Selected to make this amphib- 

11 Statement of Lt Col Shoji Ohta, Intel Officer, 
16th Div, in Comments of Japanese Officers Re- 
garding The Fall of the Philippines, pp. 58, 130, 
copy in OCMH. 

12 For a full discussio n of this action, }te above, 
Ch. XVI, pp. 278-285. 

ious hop was Colonel Tsunehiro's 2d Bat- 
talion, 20th Infantry, then in reserve at 
Mayagao Point. 13 This move, if properly re- 
inforced and supported, might have had dis- 
astrous consequences for the American po- 
sition on Bataan. It might well render Bagac, 
the western terminus of the Pilar-Bagac 
road, untenable for the Americans, cut off 
all of the American and Filipino forces north 
of Bagac, and present a serious threat to II 
Corps on the east and Mariveles to the 

That it did not was due to chance, poor 
seamanship, and the lack of adequate maps 
and charts. When the 2d Battalion embarked 
in barges at Moron on the night of 22 Janu- 
ary, it was ill prepared for the journey. 
Lack of time ruled out preparations ordi- 
narily required to insure the success of an 
amphibious operation. The only map avail- 
able was scaled at 1 : 200,000, virtually use- 
less for picking out a single point along the 
heavily indented coast line. 14 So deceptively 
does the western shore of Bataan merge into 
the looming silhouette of the Mariveles 
Mountains that it is difficult even in day- 
light to distinguish one headland from an- 
other, or even headland from cove. At night 
it is impossible. 

Once afloat the Japanese found them- 
selves in difficulty. The tides were treach- 
erous and the voyage a rough one for the 
men crowded into the landing barges. Unex- 
pected opposition developed when the U.S. 
Navy motor torpedo boat, PT 34, com- 
manded by Lt. John D. Bulkeley and on a 
routine patrol mission, loomed up in the 
darkness. After a fifteen-minute fight, PT 
34 sank one of the Japanese vessels. Un- 
aware of the presence of other enemy ves- 

n 14th Army Opns, I, 97. 

"USA vs. Homma, pp. 3060-61, testimony of 



sels in the area, [he torpedo boat continued 
on its way. About an hour later Bulkeley 
encountered another of the Japanese land- 
ing craft and dealt it a fatal blow. Before it 
sank he managed to board and take two 
prisoners and a dispatch case with Japanese 
documents. 111 

By this time the Japanese invasion flotilla 
had not only lost its bearings but had split 
into two groups. Not a single Japanese 
soldier reached Caibobo Point. The first 
group, carrying about one third of the bat- 
talion, came ashore at Longoskawayan 
Point, ten air miles southeast of the objec- 
tive. The rest of the battalion, by now a 
melange of "platoons, companies, and sec- 
tions,'' landed seven miles up the coast, at 
Quinauan Point." 5 At both places the Japa- 
nese achieved complete tactical surprise, but 
only at the expense of their own utter, 
though temporary, bewilderment. 

The findings 

Longoskawayan Point, a fingerlike prom- 
ontory jutting out into the South China Sea 
and only 3,000 yards west of Marivclcs Har- 
bor, is the southern coast of a small bay 
whose northern shore is formed by Lapiay 
Point. (Map 14) Four hundred yards wide 
at its tip and twice that at the base, Longos- 
kawayan Point is only 700 yards long. Skirt- 
ing its narrow coast are rocky cliffs about 
100 feet high, covered with tall hardwood 
trees and the lush vegetation of the jungle. 

11 Rpt, Comdr, Torpedo Boat Sq Three, to Comdt, 
16th Naval Dist, 27 Feb 42, sub: Action of PT 34, 
22-23 Jan 42, Off of Naval Reds; Itr, Comdr John 
D. Bulkeley to author, 5 Mar 48 OCMH; White, 
They Ware Expendable, p. 11. 

"USA vs. Hommj, pp. 3060-61, testimony of 
Honmia; 1 4th Army Opns, I, 94, 97; Lt Gol Irvin 
Alexander, Narrative of Quinauan Point Landing, 
p. 1, App. A, QM Rpt of Opns. 


3004 IODO 

Visibility on the ground is limited by creep- 
ers, vines, and heavy undergrowth to a few 
yards; travel, to the narrow footpaths. The 
base of the point is less than 2,000 yards 
from Mariveles, the major port of entry for 

Just inland from Lapiay Point is the 617- 
foot high Mt. Pucot, dominating the West 
Road and the harbor of Mariveles. Though 
within range of Corrcgidor's heavy guns, its 
possession by the enemy would enable him 
to control the southern tip of Bataan with 
light artillery. This fact had been recognized 
early by the Navy and Commander Bridget 
had posted a 24-hour lookout on the summit 
of Mt. Pucot. He had, moreover, by agree- 
ment with General Sellcck, promised to send 
his naval battalion into the area should the 
Japanese make an effort to seize the hill." 

" Bridget, Action at Longoskawayan Point, p. 2, 
Off of Naval Reds; interv, Groce with Maj John 
McM. Gulick, 20 Apr 48. 



The presence of a Japanese force in the 
vicinity of Mt. Pucot was first reported by 
the naval lookout at 0840 of the 23d. The 
300 Japanese, first estimated as a force of 
200 by the Americans, had by this time 
moved inland from Longoskawayan and 
Lapiay Points and were approaching the 
slopes of the hill. Though Bridget had 600 
men at Mariveles, only a portion of this 
force was available initially to meet the 
Japanese threat. As soon as he had dis- 
patched a small force of marines and sailors 
to the hill he therefore requested reinforce- 
ments from Selleck, who promptly dis- 
patched one pursuit squadron and a 2.95- 
inch mountain pack howitzer, with crew, 
from the 71st Division. Later in the day 
Bridget was further reinforced by a portion 
of the American 301st Chemical Com- 
pany. 18 

When the first elements of Bridget's bat- 
talion reached Mt. Pucot they found an ad- 
vance detachment of Japanese already in 
possession. Before the enemy could dig in, 
the marines and bluejackets cleared the 
summit, then mopped up the machine-gun 
nests along the slopes. The 3d Pursuit 
Squadron to the north suffered a few casu- 
alties the first day, when a squad, sent to 
investigate the firing, ran into a Japanese 
patrol. That night the men of the 301st 
Chemical Company took up a position 
along the north slope of Mt. Pucot and 
established contact with the 3d Pursuit. 
Marines and sailors were posted on Mt. Pu- 
cot and along the ridges to the south. The 

M Bridget, Action at Longoskawayan Point, pp. 
2-3; Selleck, Comments on Draft MS, 8 Jan 52, 
OCMH. The number of men Bridget committed 
initially is not known but at the end of five days 
he had two hundred men from his naval battalion 
in action. The information on the number of Jap- 
anese in the area was secured from a prisoner of 
war and reported by Bridget, page 2. 

howitzer was emplaced on a saddle between 
the two ridges southeast of the hill. 15 

When the sun rose the next morning, 24 
January, the Americans discovered that dur- 
ing the night the Japanese had reoccupied 
their former positions along the west and 
south slopes of Mt. Pucot. This was the 
sailors' and marines' first experience with 
the Japanese penchant for night attacks. 
The Americans normally halted their at- 
tack about an hour before sunset, for the 
light faded quickly in the thick jungle where 
even during midday the light was muted. 
As the troops along the Abucay line 
had discovered, the Japanese frequently 
launched a counterattack shortly after dark. 
Unless a strong defense had been established 
before darkness, they were often able to 
regain the ground lost during the day. At 
the end of such a counterattack the Japa- 
nese usually settled down for the night and 
by daybreak were dug in along a new line. 
The Filipinos had displayed considerable 
nervousness during night attacks and had 
showed a tendency to fire intermittently 
through the night at the last known Japa- 
nese positions to their front. In their first 
encounter with the Japanese the men of 
Bridget's battalion reacted in the same man- 

For the Japanese, this first encounter with 
the untrained bluejackets was a confusing 
and bewildering one. A Japanese soldier re- 
corded in his diary that he had observed 
among the Americans a "new type of suicide 
squad" dressed in brightly colored uniforms. 
"Whenever these apparitions reached an 
open space," he wrote, "they would attempt 

19 Bridget, Action at Longoskawayan Point, pp. 
i-^; Hogaboom, "Action Report: Bataan," Marine 
Corps Gazette (April 1946), pp. 27-28; Lt Herb 
S. Ellis, Hist of 3d Pursuit Sq, p. 48, Chunn Note- 
books. The action at Longoskawayan Point is based 
upon the first two sources. 



to draw Japanese fire by sitting down, talk- 
ing loudly and lighting cigarettes." K " The 
brightly colored uniforms the Japanese 
noted were the result of an effort by the 
sailors to dye their whites khaki, an effort 
which produced a uniform of a "sickly mus- 
tard yellow" color. 

During the 24th, in a day of vigorous 
patrol action, the marines and sailors suc- 
ceeded in driving the Japanese back to 
Longoskawayan and Lapiay Points. By 
nightfall they were in control of Mt. Pucot 
and dug in along the ridges commanding 
the Japanese positions, But it was evident 
that the enemy force was too well en- 
trenched and too strong to be expelled by 
less than a full battalion with supporting 

Quinauan Point, where the remaining 
600 men of Colonel Tsunehiro's 2d Bat- 
talion, 20th Infantry, landed, is about mid- 
way between Marivelcs and Bagac. Like 
Longoskawayan Point, it is a heavily tim- 
bered promontory with trees sixty to eighty 
feet high and with a thick jungle under- 
growth. Two roads suitable for motor ve- 
hicles and tanks connected the points with 
the West Road. As in the landing to the 
south, the Japanese had by chance come 
ashore in an area where they could move 
inland rapidly, cut the I Corps line of com- 
munication, and threaten the southern tip of 
the peninsula. (Map 15) 

Guarding the beaches along which the 
bulk of the 2d Battalion landed was the 34th 
Pursuit Squadron. Some salvaged ,50-cali- 
ber machine guns with improvised firing 
mechanism had been emplaced along Quin- 
auan Point, but evidently the airmen had 
failed to make proper provision for security 
for there was no warning of the presence of 

sl Capt Earl L, Sackctt, USN, Hist of USS 
Canopus, p. 14, Off of Naval Rcdi. 


ism a iooo 

the enemy. The gun crews, awakened by the 
sound of the Japanese coming ashore in 
pitch blackness and unable to fire their .50- 
caliber machine guns, put up no resistance. 
After giving the alarm, they "crept back to 
their CP." al By the time the squadron 
was alerted the enemy had completed the 
hazardous landing and was safely on shore. 

News of this landing reached General 
Selleck at his command post at KP 191 at 
0230, six hours before the Longoskawayan 
landing was reported. He immediately dis- 
patched Colonel Alexander, recently as- 
signed American instructor of the 1st Philip- 
pine Constabulary , with the 3d Battalion of 
that regiment to drive the enemy back into 

a Lt Paulgcr {first name unknown), Hist of 34th 
Pursuit Sq, p. 52, Chunn Notebooks; Selleck, Com- 
ments on Draft MS, 8 Jan 52, OCMH. 



the sea. 22 In the time it took the Constabu- 
lary to reach the scene of action, the Jap- 
anese dug in and constructed defensive posi- 
tions near the base of the point. When the 
Constabulary attacked at about 1 000 of the 
23d, therefore, it ran into strong opposition 
and was finally halted about 600- yards from 
the tip of the 1 ,000-yard-long peninsula. 
Alexander then tried to flank the Japanese 
position but that move, too, proved unsuc- 
cessful. Before the end of the day Alex- 
ander had reached the conclusion that he 
was facing a reinforced battalion, about 
seven hundred Japanese, and called on Sel- 
leck for tanks, artillery, and more infantry, 
preferably Americans or Scouts. 23 

Back at Selleck's headquarters on the 
West Road, the 23d was a hectic day. Mc- 
Bride was there and so was General Mar- 
shall, MacArthur's deputy chief of staff. 
By that time news of the landing at Longo- 
skawayan Point had been received and 
Sutherland had telephoned from Corregi- 
dor to say that the Japanese were landing 
at Caibobo Point. This last report, evi- 
dently based on the documents picked up by 
Lieutenant Bulkeley, was quickly proved er- 
roneous. The three men were discussing 
plans for containing the Japanese at the 
two points and driving them back into the 
sea when Alexander's request for reinforce- 
ments was received. McBride turned to 
Marshall and asked for tanks to send to 
Quinauan Point, but the urgent need for 

" Ltr, Selleck to Board of Officers, 1 Feb 46, sub: 
Statement on Reduction in Rank, p. 1 2 ; Alexander, 
Quinauan Point Landings, pp. 1-2 ; Alexander, Per- 
sonal Recollections of Bataan, pp. 54-55 ; NLF and 
I Corps Rpt of Opns, p. 24; Collier, Notebooks, 
III, 43. 

" Alexander, Quinauan Point Landings, p. 2 ; 
Paulger, 34th Pursuit Sq, p. 52, Chunn Notebooks; 
Col Gilmer M. Bell, CofS South Sector, Opns in 
the South Subsector, p. 2, copy in OCMH; Alex- 
ander, Personal Recollections of Bataan, p. 61. 

armor to cover the withdrawal from the 
Abucay line, scheduled to begin that night, 
made it impossible for Marshall to grant 
this request. The USAFFE deputy chief of 
staff left shortly for his own headquarters 
and late that night telephoned Selleck to 
relay MacArthur's orders that he, Selleck, 
was to take personal charge of the attack 
on Quinauan Point the next morning. 24 

Meanwhile Colonel Alexander's force 
had been augmented by the addition of two 
Bren gun carriers, sent in lieu of the tanks, 
and by elements of the 21st Pursuit Squad- 
ron, a company of Constabulary troops, and 
a provisional company formed from Sel- 
leck's 71st Division headquarters company. 
Despite the^e reinforcements, attacks made 
during the 24th were unsuccessful and eve- 
ning found the heterogeneous force in a 
holding position at the base of the penin- 
sula. 25 Present during the day's action was 
Col. Charles A. Willoughby, intelligence 
officer on MacArthur's staff. When Colonel 
Alexander was hit in the hand at 1600 it was 
Willoughby who accompanied the wounded 
man off the field. 26 

During the day there had been a change 
in command in the West Sector. General 
Marshall, who believed that only a small 
number of Japanese had come ashore at 

51 Ltr, Selleck to Board of Officers, 1 Feb 46, 
sub: Statement on Reduction in Rank, p. 13; 
Selleck, Comments on draft chapter prepared by 
author, OCMH; interv, author with Marshall, 
7 Apr 48. 

"Alexander, Quinauan Point Landings, p.. 2; 
Alexander, Personal Recollections of Bataan, p. 62 ; 
Bell, Opns in South Subsector, p. 2 ; Dyess, The 
Dyess Story, p. 41. Dyess, then a captain, com- 
manded the 21st Pursuit Squadron. 

"Melville Jacoby, "Corregidor Cable No. 79," 
Fieid Artillery Journal (April 1942), p. 267; ltr, 
Maj Gen Charles A. Willoughby to Ward, 1 7 May 
51, OCMH; Notebook of Col Alexander, copy in 
OCMH; Selleck, Comments on Draft MS, 8 Jan 52, 



Quinauan Point, had come to the conclusion 
that the offensive was not being pushed ag- 
gressively enough." He passed this estimate 
on to General Sutherland sometime during 
the night of 23-24 January, and, as a result, 
it was decided at USAFFE to relieve Selleck 
and send Col. Clinton A. Pierce to the West 
Sector to take over command. Pierce had 
earned high praise and an enviable reputa- 
tion for his handling of the 26th Cavalry 
( PS ) since the start of the campaign and he 
seemed the right man for the job. In the 
early morning hours of the 24th, Colonel 
Pierce, who was to be promoted to brigadier 
general in six days, appeared at Selleck's 
headquarters with the information that he 
had been ordered to assume command of the 
West Sector. This was the first intimation 
Selleck had that he was to be relieved. Later 
that day, after he received official notice of 
his relief from General McBride, Selleck 
took Pierce to Quinauan Point, turned over 
to him command of the sector, and left for 
the Service Command. 28 

The change in command of the West Sec- 
tor occurred almost simultaneously with a 
reorganization of the command on Bataan 
following the withdrawal to the reserve bat- 
tle position. On 25 January McBride was 
relieved of responsibility for beach defense 
and that mission was assigned by USAFFE 
to the two corps commanders. Francisco's 
command along the east coast was merged 
with Parker's corps, and the West Sector 
was redesignated the South Sector of Wain- 
wright's corps on the west. Pierce, as com- 

" Interv, author with Marshall, 7 Apr 48. 

23 Ibid.; ltr, Selleck to Board of Officers, 1 Feb 46, 
sub : Statement on Reduction in Rank, p. 13; ltr, 
Pierce to Ward, 5 Jan 52, OCMH; Bell, Opns in 
the South Subsector, p. 2. Selleck was reduced to 
colonel on 25 January. Official Army Register, 

mander of the South Sector, now came di- 
rectly under Wainwright's command. 29 

Despite these administrative changes and 
the arrival of additional reinforcements — 
including the rest of the 2 1st Pursuit Squad- 
ron — the situation on Quinauan Point re- 
mained the same on the 25th and 26th, It 
was evident that trained infantry troops 
supported by artillery and tanks would be 
required to clear out the entrenched Jap- 
anese on both Quinauan and Longoska- 
wayan Points. On the 26th USAFFE or- 
dered the 2d Battalion, 88th Field Artillery 
(PS), which had withdrawn to I Corps 
from the Abucay line, to the west coast to 
support the troops on beach defense. One 
battery of the Scout battalion's 75-mm. 
guns went to Longoskawayan Point; an- 
other battery, to Quinauan Point. 30 

The dispatch of trained infantry troops 
into the threatened area was hastened when, 
on 27 January, the Japanese attempted to 
reinforce their stranded men at Quinauan. 
MacArthur's headquarters quickly con- 
cluded that this move presaged a major 
enemy drive to cut the West Road and or- 
dered Wainwright to clear the area as soon 
as possible. Wainwright thereupon ordered 
two Scout battalions, released from 
USAFFE reserve the day before, to move in 
and take over these sectors. The 2d Bat- 
talion, 57th Infantry, was to go to Longo- 
skawayan Point; the 3d Battalion, 45th, to 
Quinauan Point. 31 When the movement of 

" USAFFE FO 10, 25 Jan 42, AG 300.4 (28 Dec 
41) Phil Reds. 

30 Ltr, Col Howard to TAG, sub : Unit Hist 2d Bn, 
88th FA (PS), p. 5. A copy of the letter, as well 
as a lengthier draft, is on file in OCMH. 

31 14th Army Opns, I, 107; Collier, Notebooks, 
III, 42; USAFFE-USFIP Rpt of Opns, p. 49; 
Capt Clifton A. Croom, Hist, 3d Bn, 45th Inf (PS) 
8 Dec 41-9 Apr 42, p. 8, and Anderson, Hist of 
57th Inf (PS), p. 3, both in Chunn Notebooks. 
The Japanese attempt to reinforce on the 27th is 
described below, pp. 21-23. 



these units was completed Wainwright 
hoped to wind up the action on both points 
in short order. 

The Fight for Longoskawayan Point 

The Americans on Longoskawayan Point 
had made little progress since 24 January. 
On that day Bridget had called up more of 
his men from Mariveles and had received 
from the 4th Marines on Corregidor two 
81 -mm. mortars and a machine-gun pla- 
toon. By morning of the 25th the two guns 
were in position on a saddle northwest of 
Mt. Pucot. Aided by an observation post on 
the hill, they had lobbed their shells accu- 
rately into the Japanese positions on both 
Longoskawayan and Lapiay Points. When 
the mortar fire lifted, patrols had moved in 
to seize both points. Lapiay had been aban- 
doned and was occupied with no difficulty. 
But the men who attempted to reach Lon- 
goskawayan were driven back. There the 
Japanese were strongly entrenched and sup- 
ported by machine guns and mortars. All 
efforts to drive them out that day failed and 
Bridget called for support from Corregidor. 32 

Since the morning of the 25th the crew 
of Corregidor 's Battery Geary (eight 12- 
inch mortars) had been waiting eagerly for 
permission to open fire on the Japanese. At 
1000 this permission had been denied and 
Col. Paul D. Bunker, commander of the Sea- 
ward Defenses on Corregidor, had gone back 
to his quarters "inwardly raving with dis- 
appointment." 33 Finally, late that evening 

32 The account of the fight at Longoskawayan 
Point to 28 January is based on Bridget, Action at 
Longoskawayan Point, pp. 3-5, and Hogaboom, 
"Action Report: Bataan," Marine Corps Gazette 
(April 1946), pp. 27-31. 

33 Diary of Col Bunker, entry of 25 Jan 42. Col- 
onel Bunker died in prison camp and the diary was 

word had come from Maj. Gen. Edward P. 
King, Jr., USAFFE artillery officer, that the 
battery could fire in support of the naval 
battalion. At about midnight the men began 
their "first real shoot of the war." 34 Using 
670-pound land-attack projectiles with su- 
perquick fuzes, "which worked beautifully," 
Battery Geary fired sixteen rounds at a range 
of 12,000 yards, only 2,000 short of extreme 
range. The results were most gratifying. 
After the fourth shot the forward observer 
on Mt. Pucot reported that such large fires 
had been started on Longoskawayan Point 
that he could no longer see the target. 35 

This bombardment, the first hostile heavy 
caliber American coast artillery fire since 
the Civil War, made a strong impression on 
the Japanese. One of them later declared: 
"We were terrified. We could not see where 
the big shells or bombs were coming from ; 
they seemed to be falling from the sky. Be- 
fore I was wounded, my head was going 
round and round, and I did not know what 
to do. Some of my companions jumped off 
the cliff to escape the terrible fire." 36 

Even with the aid of the heavy guns from 
Corregidor, Bridget's battalion was unable 
to make any headway against the Japanese 
on the point. Unless reinforcements were re- 
ceived, not only was there little likelihood of 
an early end to the fight but there was a 
possibility that the enemy might even 
launch a counterattack. Fortunately, the 
reinforcements sent by Wainwright began 
to arrive. On the evening of the 26th the 
battery of 75-mm. guns from the 88th Field 

lent to the author before it was given to the U. S. 
Military Academy at West Point. A photostat copy 
is in OCMH. 

34 Ibid. 

35 Ibid. 

35 USAFFE G-3 Info Bulletin, 3 Feb 42, quoted 
in Harbor Defenses Rpt of Opns, p. 31. 



Artillery arrived and next morning the guns 
were in place, ready for action. 37 

At 0700, 27 January, all the guns that 
could be brought to bear on Longoska- 
wayan Point — the 75-mm. battery of the 
88th Field Artillery, the two 81-mm. mor- 
tars of the 4th Marines, the 2.95-inch pack 
howitzer from the 71st Field Artillery, and 
the 12-inch mortars of Battery Geary — 
opened fire with a deafening roar. The bar- 
rage lasted for more than an hour and when 
it lifted the infantry moved out to take the 

Though it seemed that nobody "could be 
left alive" after so heavy a shelling, the 
marines and sailors who attempted to 
occupy Longoskawayan found the Jap- 
anese active indeed. 38 Not only were all at- 
tempts to push ahead repulsed but, when a 
gap was inadvertently left open in the 
American line, the Japanese quickly infil- 
trated. For a time it appeared as though 
they would succeed in cutting off a portion 
of the naval battalion and only the hasty ac- 
tion of the 81-mm. mortars and the pack 
howitzer saved the situation. At the end of 
the day Bridget was no nearer success than 
he had been before the attack opened. 

Prospects for the next day were consid- 
erably improved when, at dusk, the 500 
Scouts of the 2d Battalion of the 57th Infan- 
try, led by Lt. Col. Hal C. Cranberry, 
reached Longoskawayan Point. That night 
they relieved the naval battalion and early 
the next morning moved out to the attack. 30 
In the line were Companies E and G, with F 
in reserve. The Scouts advanced steadily 

3, Ltr, Howard to TAG, sub: 2d Bn, 88th FA 
(PS), p. 5; Collier, Notebooks, III, 41-42; 
USAFFE-USFIP Rpt of Opns, p. 49. 

35 Bunker, Diary, entry of 27 Jan 42. 

39 The account of the last days of fighting at 
Longoskawayan Point is based on Anderson, Hist of 
the 57th Inf (PS), pp. 3-4, Chunn Notebooks. 

during the morning but halted when it be- 
came apparent that the artillery, its field of 
fire masked by Mt. Pucot, could not support 
the attack. A platoon of machine guns was 
set up on an adjoining promontory to the 
left to cover the tip of the point, and a pla- 
toon of the 88th Field Artillery moved to a 
new position from which it could fire on the 
Japanese. 40 By nightfall the Scouts had ad- 
vanced about two thirds of the length of 
Longoskawayan Point. 

At dawn of the 29th, the Scouts moved 
back to their original line of departure to 
make way for a thirty-minute artillery prep- 
aration, to begin at 0700. Again the 12-inch 
mortars on Corregidor joined the guns off 
the point. 41 A unique feature of this prepa- 
ration was the participation by the mine- 
sweeper USS Quail which stood offshore 
and fired at specified targets on land. 42 Still 
supported by the Quail, which continued 
firing until 0855, the Scouts moved out 
again at 0730 only to discover that the Japa- 
nese had occupied the area won the day 
before. It was not until 1130 that the Scouts 
regained the line evacuated earlier in the 
morning. That afternoon Colonel Gran- 
berry put Company F into the line and 
within three hours the 2d Battalion was in 
possession of the tip of Longoskawayan 
Point. Except for mopping up, a job left 
largely to the naval battalion and to ar- 
mored launches, the fight for Longoska- 
wayan Point was over. 43 Next day the Scout 

40 Ltr, Howard to TAG, sub: 2d Bn, 88th FA 
(PS), p. 5. 

41 Bunker, Diary, entry of 29 Jan 42; Harbor De- 
fenses Rpt of Opns, p. 31. 

42 Rockwell, Naval Activities in Luzon Area, p. 
14, and Itr, CO, USS Quail to Comdt, 16th Naval 
Dist, 30 Jan 42, sub: Action at Longoskawayan 
Point, 29 Jan 42, both in Off of Naval Reds. 

41 For an account of the activities of the armored 
launches, see Sackett, Hist of USS Canopus, pp. 



battalion rejoined its regiment at sector 
headquarters on the West Road, carrying 
with it a supply of canned salmon and rice, 
the gift of a grateful Commander Bridget. 44 

The cost of the action had not been exces- 
sive. In wiping out a force of 300 Japanese 
the Americans had suffered less than 100 
casualties; 22 dead and 66 wounded. Half 
of the number killed and 40 of the wounded 
had been Scouts. Once again the Americans 
had learned the lesson, so often demon- 
strated during the campaign, that trained 
troops can accomplish easily and quickly 
what untrained soldiers find difficult and 
costly. But had it not been for the prompt 
action of the naval battalion, Mt. Pucot 
might well have been lost during the first 
day of action. 

Although the Americans had not known 
it, the Japanese on Longoskawayan had 
never had a chance to inflict permanent 
damage for their location was unknown to 
higher headquarters. Indeed, neither Kim- 
ura, who had sent them out, nor Tsunehiro, 
the battalion commander, seems to have 
been aware, or even to have suspected, that 
a portion of the 2d Battalion had landed so 
far south. Later, the Japanese expressed 
amazement and disbelief when they learned 
about this landing. One Japanese officer 
would not be convinced until he was shown 
the Japanese cemetery at Longoskawayan 
Point. 40 Thus, even if they had succeeded in 
gaining Mt. Pucot, there was little likeli- 
hood that the small force of 300 Japanese 

44 Lt Col Harold K. Johnson, Anyasan and Silaiim 
Points (paper prepared for School of Combined 
Arms, 1946-47, Command and General Staff Col- 
lege), p. 12. 

" USA vs. Homma, p. 3060, testimony of Horn- 
ma; ltr, Col Stuart Wood to author, 23 Mar 48, 
OCMH ; interv, Groce with Selleck, 2 Apr 48. 

at Longoskawayan Point could have ex- 
ploited their advantage and seriously threat- 
ened the American position in southern 

The Fight for Quinauan Point 

While the Japanese were being pushed off 
Longoskawayan Point, the battle for Quin- 
auan Point, seven miles to the north, con- 
tinued. By 27 January the Japanese landing 
there had been contained but the fight had 
reached a stalemate. Against the 600 
Japanese of Colonel Tsunehiro's 2d Bat- 
talion, 20th Infantry, Pierce had sent a mis- 
cellaneous and motley array of ill-assorted 
and ineffective troops numbering about 550 
men and drawn from a wide variety of or- 
ganizations: the V Interceptor Command, 
the 21st and 34th Pursuit Squadrons, head- 
quarters of the 71st Division (PA), the 3d 
Battalion, 1st Philippine Constabulary, and 
Company A, 803d Engineers (US). 46 It is 
not surprising, therefore, that little progress 
had been made in pushing the enemy into 
the sea. 

On 27 January, it will be recalled, Wain- 
wright had been ordered to bring the fight 
on the beaches to a quick conclusion and had 
dispatched the 3d Battalion, 45th Infantry 
(PS), to Quinauan Point. By 0830 of the 
28th, the entire Scout battalion, numbering 
about 500 men and led by Maj. Dudley G. 
Strickler, was in position at the point ready 
to start the attack. All units except the V 
Interceptor Command (150 men), which 

" Bell, Opns in South Subsector, p. 2 ; Dyess, The 
Dyess Story, p. 42; 1st Lt John A. Goodpasture, V 
Interceptor Comd Combat Unit 1, p. 43, Paulger, 
Hist of 34th Pursuit Sq, p. 52, and 1st Lt Lawrence 
N. Parcher, Hist of 21st Pursuit Sq, p. 50, all three 
in Chunn Notebooks. 



remained to cover the beaches below the 
cliff line, were relieved. 47 

The Scouts advanced three companies 
abreast in a skirmish line about 900 yards 
long, their flanks protected by the grounded 
airmen. Attached to each of the rifle com- 
panies was a machine-gun platoon, placed 
along the line at points where it was thought 
enemy resistance would be stiffest. The line 
stretched through dense jungle where the 
visibility was poor and the enemy well con- 
cealed. "The enemy never made any move- 
ments or signs of attacking our force," wrote 
the Scout commander, "but just lay in wait 
for us to make a move and when we did 
casualties occured and we still could not see 
even one enemy." 48 

Under such conditions it is not surprising 
that the battalion was unable to make much 
progress during the day. Despite the fact 
that the machine guns were set up just to 
the rear of the front line and "shot-up" 
from top to bottom those trees that might 
conceal enemy riflemen, advances during 
the day were limited to ten and fifteen yards 
at some points. Progress along the flanks was 
somewhat better and in places the Scouts 
gained as much as 100 yards. By 1700, when 
the battalion halted to dig in for the night 
and have its evening meal of rice and canned 
salmon, Major Strickler had concluded that 
it would be impossible for his Scouts, aided 
only by the airmen, to take the point. He 
asked for reinforcements and that night 
Company B, 57th Infantry (PS), was at- 
tached to his battalion. 49 

"Croom, Hist, 3d Bn, 45th Inf (PS), pp. 8-14, 
Chunn Notebooks; Bell, Opns in South Subsector, 
p. 3; Lilly, 57th Inf (PS) Opns Rpt, p. 5. The ac- 
count which follows is based on these sources. 

48 Croom, Hist, 3d Bn, 45th Inf (PS), pp. 9-10, 
Chunn Notebooks. 

"Lilly, 57th Inf (PS) Opns Rpt, p. 5. 

On the 29th, shortly after dawn, the at- 
tack was resumed. Two platoons of Com- 
pany B, 57th Infantry, were in position on 
the battalion right flank ; the rest of the rein- 
forcing company was in reserve. Despite the 
strengthened line no more progress was 
made on this day than had been made the 
day before. Again casualties were heavy, 
especially in the center where resistance was 

The battle continued throughout the 30th 
and 31st, with about the same results. The 
Japanese were being pushed slowly toward 
the sea, but only at very heavy cost. No 
headway could be made at all against the 
enemy positions along the cliff and on the 
high ground about 200 yards inland from 
the tip of the point. 

Hindering the advance as much as the 
enemy was the jungle. The entire area was 
covered with a dense forest and thick under- 
growth that made all movement difficult 
and dangerous. Even without enemy oppo- 
sition the troops could move through the 
jungle only with great difficulty, cutting 
away the vines and creepers that caught at 
their legs and stung their faces and bodies. 
The presence of concealed enemy riflemen 
and light machine-gun nests, invisible a few 
feet away, added immeasurably to the diffi- 
culty of the attacking troops. In such terrain, 
artillery, mortar, and armor could be of 
slight assistance and the advance had to be 
made by the rifleman almost unaided. It 
was a slow and costly process. 

At daylight, 1 February, in an effort to 
reduce the opposition in the center, the in- 
fantry attack was preceded by a heavy but 
ineffective mortar operation. When it lifted 
the two center companies moved in quickly 
but were able to advance only a short dis- 
tance before they were halted. Major Strick- 
ler then went forward to the front lines to 



make a personal reconnaissance. He was 
last seen in the vicinity of Company B, 57 th 
Infantry. After an intensive search during 
the day battalion headquarters regretfully 
reported that its commander was missing, 
presumably killed in action. Capt. Clifton 
A. Croom, battalion adjutant, assumed 
command. 50 

By now the battalion was sadly reduced 
in strength, with casualties estimated as high 
as 50 percent. The men, "dead tired from 
loss of sleep and exposure," would need help 
soon if the attack was to be pushed aggres- 
sively. 51 On the afternoon of the 2d Captain 
Croom asked General Pierce for tanks, a 
request, happily, that Pierce was now in a 
position to grant, for on the night of 31 
January, on orders from Mac Arthur's head- 
quarters, General Weaver had sent the 192d 
Tank Battalion (less one company) to the 
west coast. In less than two hours a platoon 
of three tanks from Company C was in 
position on the line. 52 

Late on the afternoon of the 2d, with the 
aid of tanks, the attack was resumed. Gen- 
eral Weaver, arriving as the tanks were 
making their third attack, was on hand to 
observe the action. This attack, like the 
others, failed to make any headway, and on 
Weaver's insistence two more attacks, pre- 
ceded by artillery preparation, were made, 
with little success. Late in the afternoon Col. 
Donald B. Hilton, executive officer of the 
45th Infantry, arrived and assumed con- 
trol of all troops on the point. 63 

w Strickler's body was recovered on the 7th. 
Memo, QM Hq Phil Dept to QM USAFFE, sub: 
Supply Situation, 7 Feb 42, AG 319.1 (29 Jan 42) 
Phil Reds. 

"Croom, Hist, 3d Bn, 45th Inf (PS), p. 12, 
Chunn Notebooks. 

52 Prov Tank Gp Rpt of Opns, p. 20-21 ; NLF and 
I Corps Rpt of Opns, p. 24. 

"Croom, Hist, 3d Bn, 45th Inf (PS), p. 12, 
Chunn Notebooks; Prov Tank Gp Rpt of Opns, 

The next morning the Scouts and tankers 
resumed the attack, but with little success. 
Stumps and fallen trees impeded the ad- 
vance of the tanks whose usefulness was 
further limited by the absence of proper co- 
ordination between infantry and armor, and 
faulty communication and control. When 
the battalion halted at 1700 it was not far 
from its original line of departure. That 
night it was joined by Captain Dyess and 
seventy men from the 21st Pursuit Squad- 
ron which had been in the fight earlier but 
had been relieved when the Scouts had 
taken over the line on the 28th. "On our 
return," wrote Dyess, "we found that the 
Scouts had occupied fifty yards more of the 
high jungle above the bay — at terrible cost 
to themselves. Their casualties had run about 
fifty percent. The sight and stench of death 
were everywhere. The jungle, droning with 
insects, was almost unbearably hot." 54 

For the attack of the 4th Colonel Hilton 
received two additional tanks, and a radio 
control car. Deploying his tanks across the 
narrow front and stationing men equipped 
with walkie-talkie sets with each tank, Hil- 
ton moved his reinforced battalion out early 
in the morning. The line moved forward 
steadily, the tanks, guided by directions 
from the radio control car, spraying the 
area to the front with their machine guns 
and knocking out strong points. 

Success crowned this co-ordinated in- 
fantry-tank attack. By the end of the day the 
Japanese had been crowded into an area 
100 yards wide and only 50 yards from the 
cliff at the edge of the point. Plainly vis- 
ible to the Scouts were the Japanese soldiers 
and beyond them the blue water of the 
South China Sea. Suddenly the men wit- 

p. 21; Weaver, Comments on Draft MS, Comment 
44, OCMH. 

M Dyess, The Dyess Story, p. 43. 



nessed a remarkable sight. Screaming and 
yelling Japanese ripped off their uniforms 
and leaped off the cliff. Others scrambled 
over the edge and climbed down to pre- 
pared positions along the rock ledges. Down 
on the beach Japanese soldiers ran up and 
down wildly. "I'll never forget the little 
Filipino who had set up an air-cooled ma- 
chine gun at the brink and was peppering 
the crowded beach far below," wrote one 
eyewitness. "At each burst he shrieked with 
laughter, beat his helmet against the 
ground, lay back to whoop with glee, then 
sat up to get in another burst." 55 

Though the Americans reached the edge 
of the cliff the next morning, the fight was 
not yet over. The Japanese had holed up 
in caves along the cliff and in the narrow 
ravines leading down to the beaches. Every 
effort to drive them out during the next few 
days failed. Patrols which went down the 
ravines or the longer way around the beach 
to polish off the enemy only incurred heavy 
casualties. Though their cause was hopeless 
the Japanese steadfastly refused to sur- 
render. "The old rules of war," wrote Gen- 
eral Wainwright, "began to undergo a swift 
change in me. What had at first seemed a 
barbarous thought in the back of my mind 
now became less unsavory. I thought of 
General U. S. Grant's land mine at Peters- 
burg and made up my mind." 56 

First he made arrangements to bring a 
small gunboat close in to shore to shell the 
area. Then, at dawn of the 6th, he sent in a 
platoon of the 71st Engineer Battalion 
(PA) under the supervision of Colonel 
Skerry, the North Luzon Force engineer, to 
assist the attacking troops — the 3d Battal- 
ion, 45th Infantry, and Company B, 57th 

Infantry ( PS ) — in routing out the holed- up 
Japanese. Fifty-pound boxes of dynamite 
fired with time fuzes were lowered over the 
cliff to the mouth of the caves. After a Scout 
engineer sergeant was fatally wounded while 
lowering one of the boxes, this method was 
abandoned in favor of throwing dynamite 
hand grenades (four sticks of dynamite with 
a 30-second time fuze) along the length of 
the cliffs close to the bottom edges from 
where the Japanese fire had come. By this 
means most of the Japanese (about fifty) 
were forced into one large cave that was 
completely demolished by dynamite. All of 
the enemy had not yet been exterminated 
and when patrols entered the area, they en- 
countered spasmodic fire. 57 

It was not until 8 February that the Japa- 
nese were finally exterminated. The job was 
done from the seaward side, as at Longos- 
kawayan Point. Two armored naval motor 
launches armed with 37-mm. and machine 
guns, and two whaleboats, each with ten 
men from the 21st Pursuit Squadron on 
board, sailed from Mariveles at 0600 that 
morning. In command of the boats was Lt. 
Comdr. H. W. Goodall; Captain Dyess led 
the landing parties. At about 0800 the small 
flotilla arrived off Quinauan Point and the 
navy gunners took the beach under fire. 
Sheets lowered over the face of the cliff 
marked the Japanese positions. When the 
opposition on shore had been neutralized, 
the whaleboats, waiting a mile off the coast, 
came in to land the airmen. One group 
landed on the northern side of Quinauan 
Point, the other along the southern beaches. 
Both moved cautiously toward the tip of the 
peninsula while Scout patrols from the bat- 
talion on the cliffs above worked their way 

Ibid., pp. 43-44. 

Wainwright, General Wainwright's Story, p. 57. 

07 Skerry, Comments on Draft MS, Comment D, 



down through the ravines. Despite attacks 
by three enemy dive bombers which hit the 
small boats and the men on shore, the oper- 
ation was successfully concluded during the 
morning. 5 * 1 

The end of resistance on Quinauan Point 
marked the destruction of the 2d Battalion, 
20th Infantry. Three hundred of that bat- 
talion's number had been killed at Lon- 
goskawayan; another 600, at Quinauan. In 
the words of General Homma, the entire 
battalion had been "lost without a trace." 59 
But the cost had been heavy. The 82 casual- 
ties suffered at Longoskawayan were less 
than one fifth of the number lost at Quin- 
auan. On 28 January when the 3d Bat- 
talion, 45th Infantry, took over that sector 
it had numbered about 500 men. It marched 
out with only 200; 74 men had been killed 
and another 234 wounded. The other Scout 
unit, Company B, 57 th Infantry, left Quin- 
auan Point with 40 men less than it had 
had ten days earlier. Other units suffered 
correspondingly high losses. Total casualties 
for the Quinauan Point fight amounted to 
almost 500 men. 60 It was a heavy price to 
pay for the security of the West Road, but 
there was still a payment due, for the Japa- 
nese, on 27 January, had landed at yet an- 
other point on the west coast behind Wain- 
wright's front line. 

"Ltr, Capt H. W. Goodall, USN, to George 
Groce, 17 Aug 48, OCMH; Dyess, The Dyess Story, 
p. 44; rad, Comdt, 16th Naval Dist, to OPNAV, 
8 Feb 42, War Diary, 16th Naval Dist, Off of Naval 
Reds. On the way back, the boats were attacked 
again by dive bombers. Among the casualties that 
day was Commander Goodall, seriously wqunded. 

w USA vs. Homma, p. 3061, testimony of Homma; 
rpt, Graves Registration Unit, 7, 8, 9, and 11 Feb 
42, AG 319.1 (29 Jan 42) Phil Reds. 

" Bell, Opns in South Subsector, p. 4 ; Paulger, 
34th Pursuit Sq, p. 52, Croom, Hist, 3d Bn, 45th 
Inf (PS), p. 14, and Parcher, 21st Pursuit Sq, pp. 
50-51, all three in Chunn Notebooks. 

Anyasan and Silaiim Points 

General Kimura's success against Wain- 
wright's Mauban line between 20 and 23 
January had led 14th Army headquarters to 
revise its estimate of the situation and to 
prepare new plans for the occupation of 
Bataan. Originally, the main effort had been 
made against II Corps on the east. In view 
of Kimura's success, General Homma now 
decided to place additional forces on the 
west and increase pressure against I Corps 
in the hope that he might yet score a speedy 
victory. On the 25th, therefore, he directed 
Lt. Gen. Susumu Morioka, 16th Division 
commander, who had come up from south- 
ern Luzon and was now in Manila with a 
portion of his division, to proceed to west- 
ern Bataan with two battalions of infantry 
and the headquarters of the 21st Inde- 
pendent Engineer Regiment and there as- 
sume command of the operations against I 
Corps. 61 

The First Landing 

Homma's order of the 25th, though made 
two days after the landings at Longoska- 
wayan and Quinauan, contained no refer- 
ence to this effort to outflank I Corps by 
sea. Homma was not yet convinced that this 
amphibious venture should have the full 
support of 14th Army. The decision to re- 
inforce Tsunehiro's 2d Battalion at Quin- 

a Morioka's 16th Division was scattered at this 
time. The 9th Infantry was under General Nara's 
control on the east coast of Bataan; two battalions 
of the 20th Infantry were already in Bataan and 
operating under General Kimura, infantry group 
commander of the division. The third regiment of 
the division, the 33d Infantry, was split: one bat- 
talion was in Manila, one in southern Luzon, and 
the third was on Mindanao. 14th Army Opns, I, 




Qutnouoo Pt/ 


Contour interval 100 teet 

000 1000 

MAP 16 

auan, the only landing of which the Jap- 
anese had knowledge, was made by General 
Morioka, Kimura's immediate superior. To 
him, as to Kimura, the landing held out the 
promise of large results. Even before he left 
Manila, he ordered one company of the 
small force at his disposal to go to the aid 
of the 2d Battalion, 20th Infantry. The com- 
pany selected was from the same regiment's 
1st Battalion. It was to move with all speed 
from Manila to Olongapo and there pick up 
supplies for the trapped and hungry men 
"fighting a heroic battle" against a "supe- 
rior enemy" on Quinauan Point." 2 

The reinforcing company reached Olong- 
apo at the head of Subic Bay on the night 
of 26 January. At midnight it embarked in 

landing craft loaded with ammunition, 
rations, and supplies, and set sail for Quin- 
auan. Once more poor seamanship and the 
lack of navigation charts and large-scale 
maps led the Japanese astray. This time 
they landed about 2,000 yards short of the 
objective, between the Anyasan and Silaiim 
Rivers, in the sector guarded by the 1st Bat- 
talion, 1st Philippine Constabulary. 93 {Map 

The beach on which the Japanese craft 
ran aground was little different from that 
at Longoskawayan and Quinauan. The 
coast line here presented the same irregular 
appearance as that to the south. Dense 
tropical forest and thick undergrowth ex- 
tended almost to the shore line, and the foot- 

8 Ibid., 107-08. 

- Ibid.; Collier, Notebooks, III, 42. 



hills of the Mariveles Mountains formed 
steep cliffs about 100 feet high just in front 
of the beach. The two rivers, Silaiim on the 
north and Anyasan about 1,000 yards to the 
south, emptied into shallow bays, each bear- 
ing the name of the river. Separating the 
two bays was Silaiim Point, a narrow head- 
land which formed the upper shore of the 
southern bay. The lower coast of the bay 
received its name from the southernmost of 
the two rivers. Thus, from north to south, 
presenting a confusion of identically named 
geographic features, were: Silaiim Bay, 
Silaiim River, Silaiim Point, Anyasan Bay, 
Anyasan River, and Anyasan Point. This 
confusion of points, when combined with 
those to the north and south, was as be- 
wildering to the troops as it is, probably, to 
the reader. Their plight was most aptly ex- 
pressed by one member of a wire crew, 
perched atop a telephone pole who, when 
asked where he was, replied, "For Christ's 
sake, sir, I don't know. I am somewhere be- 
tween asinine and quinine points." 64 

Inland, the ground was even more diffi- 
cult than at Longoskawayan and Quinauan. 
Small streams branched off from the two 
rivers, dry at this time of the year, to create 
additional hazards to troop movements and 
to provide cover for the enemy. With only 
one access trail from the West Road to the 
beach, the task of maintaining communi- 
cations and supplying troops to the front 
would be a difficult one. The absence of 
roads would also limit the effective use of 
tanks in formation and require their em- 
ployment singly or in small numbers at iso- 
lated points. Similarly, the dense forest, by 
restricting observation and increasing the 

" Maj Achille C. Tisdelle, Diary, entry of 6 Feb 
42, copy in OCMH. Major Tisdelle was aide to 
General King, Chief of the Artillery Section, 

hazards of tree bursts, would limit the use of 
artillery and mortars. Like the fights then 
in progress at Longoskawayan and Qui- 
nauan, the struggle to drive off the Japanese 
between the Anyasan and Silaiim Rivers 
would be a job for the rifleman. 65 

In MacArthur's headquarters, the new 
landing was regarded as the prelude to a 
major enemy offensive. Should this hostile 
force, thought to be of "considerable size," 
establish contact with the Japanese on 
Quinauan Point to the south or advance as 
far as the West Road, only 2,700 yards 
away, it would present "a threat of no mean 
importance." 66 

Coming ashore at about 0300 of the 27th, 
the confused and lost Japanese of the 1st 
Battalion, 20th Infantry, numbering about 
two hundred men, met no more resistance 
than had their fellows in the 2d Battalion. 
The Constabulary troops on beach defense 
promptly took flight at the first approach of 
the enemy and the entire Constabulary bat- 
talion was soon dispersed. At dawn, when 
General Pierce received news of the landing, 
he immediately dispatched the 1 7th Pursuit 
Squadron, then in sector reserve, to meet the 
invaders. 67 

The grounded airmen moved out shortly 
after dawn. At the abandoned Constabulary 
command post, where breakfast still sim- 
mered in the pots, they discovered a smashed 
switchboard and an aid station complete 
with stretchers. After breakfasting on the 
food and reporting the situation to sector 
headquarters, the airmen set off jauntily for 

" Johnson, Anyasan and Silaiim Points, pp. 2-3. 
Colonel Johnson states that the percentage of the 
tree bursts was as high as 50 percent. 

86 Collier, Notebooks, III, 42. 

"Bell, Opns in South Subsector, p. 5; 2d Lt 
Stephen H. Crosby, Hist of 1 7th Pursuit Sq, p. 48, 
Chunn Notebooks ; NLF and I Corps Rpt of Opns, 
p. 25. 



the coast. As they did so, some men were 
heard inquiring how to fire their rifles. 

More than a mile inland from the beach 
and about 400 yards distant from the vital 
West Road, the 1 7th Pursuit Squadron met 
the enemy's advance patrols. The Japanese 
pulled back without offering serious resist- 
ance and the squadron was able to advance 
along the path between the two rivers until 
it was about 1 ,000 yards from the shore line. 
The Japanese had apparently established 
their front line positions here and the Amer- 
icans' easy march came to an abrupt halt. 
Joined at this point by the 2d Battalion, 2d 
Philippine Constabulary, which had just 
been in the fight against the Japanese road- 
block to the north, the Americans dug in 
for the night. 68 This was to be the easiest ad- 
vance by the troops in the Anyasan-Silaiim 

The next day, 28 January, the airmen and 
Constabulary attacked during the morning. 
Either because the Japanese had pulled 
back or shifted position during the night, the 
Constabulary battalion was able to advance 
almost to the coast at Anyasan Bay. That 
night, when the Japanese appeared ready to 
counterattack, the Constabulary pulled back 
leaving the 17th Pursuit to fend for itself. 
The threat to the West Road now seemed 
serious, for there was every indication that 
the Japanese force, whose size and precise 
location were still not known, might burst 
out of the beachhead and create havoc be- 
hind the American lines. 69 

The situation was saved the next day 
when the Scouts of the 2d Battalion, 45th 
Infantry, arrived on the scene, led by their 
executive officer, Capt. Arthur C. Bieden- 
stein. General Pierce placed Biedenstein in 

"Crosby, 17th Pursuit Sq, pp. 48-49, Chunn 

* Ibid.; Bell, Opns in South Subsector, p. 5. 

charge of the operation and gave him the 
1st Battalion, 1st Philippine Constabulary, 
and the 1st Battalion, 12th Infantry 
(PA) — both of which had just been re- 
lieved at Quinauan Point — to clear out the 
Japanese. To guard the West Road and in- 
sure the safety of the line of communication, 
he placed Company A, 57th Infantry ( PS ) , 
on patrol to the rear. 70 

On 30 January, after a personal recon- 
naissance to locate the Japanese, Captain 
Biedenstein opened the attack. Calling for 
support from the 75-mm. guns of the 88th 
Field Artillery, whose Battery D was in posi- 
tion to assist the men in both the Quinauan 
and Anyasan-Silaiim sectors, he sent his 
Scouts out to regain the beach near the 
mouth of the Silaiim River. Either the bat- 
talion's front line had been incorrectly re- 
ported to the artillery or plotted inaccu- 
rately, for the result of the preparation was 
almost disastrous. Without adequate com- 
munication between infantry and artillery 
and with high trees limiting observation and 
causing tree bursts, the Scouts soon found 
themselves under fire from their own guns. 
Before the artillery command post could be 
reached, four Scouts had been killed and 
sixteen more wounded. The offensive of the 
30th came to an end even before it had 
fairly begun. 71 

10 Ibid.; Capts Ralph Amato, Jr., and Louis Mur- 
phy, Hist of 2d Bn, 45th Inf (PS), 8 Dec 41-9 Apr 
42, p. 9, Chunn Notebooks ; NLF and I Corps Rpt 
of Opns, p. 25; Lilly, 57th Inf (PS) Opns, p. 5; 
Maj Harold K. Johnson, 57th Inf (PS) Diary, pp. 
11-12, copy in OCMH. There is considerable dis- 
agreement among the sources on the dates for oper- 
ations in this sector. The conflicting sources cannot 
be reconciled and the dates used in this account were 
determined after an evaluation of all the sources. 

"Amato and Murphy, 2d Bn, 45th Inf (PS), p. 
10, Chunn Notebooks; Johnson, 57th Inf (PS) 
Diary, pp. 11-17; Johnson, Anyasan and Silaiim, 
pp. 6-13; ltr, Howard to TAG, sub: 2d Bn, 88th 
FA (PS), p. 11; Lilly, 57th Inf (PS) Opns, p. 5; 



That night the 57th Infantry (less de- 
tachments) was moved to South Sector 
headquarters on the West Road with orders 
to prepare for operations in the Anyasan- 
Silaiim sector. Hardly had the regiment ar- 
rived when General Pierce called for a vol- 
unteer — a lieutenant colonel or major — 
to co-ordinate the activities of the troops 
already engaged on that front. Maj. 
Harold K. Johnson, who had been re- 
lieved as S— 3 of the regiment a week earlier 
and had "nothing else specific to do," vol- 
unteered for the job. "When I reported to 
General Pierce at 7 : 30 P. M.," he wrote in 
his diary, "I found about as complete a lack 
of knowledge of conditions on the coast 
along which the Japanese had landed as 
could be imagined." 72 

A personal reconnaissance on the night of 
the 30th did not greatly increase his knowl- 
edge of the enemy but it did give him a 
clearer picture of the disposition of the units 
now under his control. On the north, be- 
tween the Silaiim River and Canas Point, 
was the 1st Battalion, 12th Infantry (PA), 
facing almost due north and with its right 
flank on the sea. Facing west and holding a 
line from the Silaiim River to the trail lead- 
ing from Silaiim Point to the West Road, 
was the 2d Battalion, 45th Infantry. Below 
it, to the left of the trail and extending the 
line south as far as the Anyasan River, was 
the 1st Battalion, 1st Constabulary. To the 
rear, along the trail, was the 17 th Pursuit. 
Since there were no troops south of the 
Anyasan River, Johnson asked for and re- 
ceived permission to relieve Company A of 
the 57th Infantry from its patrolling mission 
along the West Road and send it to Anyasan 

Bell, Opns in South Subsector. The present ac- 
count is based on these sources in addition to those 
cited below. 
™ Johnson, 57th Inf (PS) Diary, p. 11. 

Point, the promontory south of the river 
bearing the same name. Its new mission was 
to establish contact with the enemy on the 
point in an effort to determine his strength 
and locate his positions. 

Johnson's efforts on the 31st were di- 
rected primarily toward securing informa- 
tion about the strength and disposition of 
the enemy. While Company A of the 57th 
Infantry reconnoitered Anyasan Point to 
the south, the 1st Battalion, 12th Infantry, 
pivoted on its right (west) flank and swept 
in on the beaches of Silaiim Bay. At the 
same time the Scouts and Constabulary be- 
tween the Anyasan and Silaiim Rivers 
pushed westward toward the sea. The 17th 
Pursuit remained in place, keeping open the 
line of supply and communications. Unop- 
posed, the Scout and Philippine Army bat- 
talions cleared the area north of the Silaiim 
River during the morning, thus reducing 
the beachhead by about one third. The 
Constabulary troops, however, were stopped 
cold after an advance of about 100 yards. 
The Scout company moving out toward 
Anyasan Point failed to make any contact 
that day. Johnson now knew where the Jap- 
anese were dug in. But he still had no 
knowledge of their strength or defenses. 

With this scanty information, Major 
Johnson concluded that there was no hope 
of clearing the area with the force he had. 
His 2d Battalion, 45th Infantry, was in poor 
shape. It had reached the Anyasan-Silaiim 
sector after a grueling march from Abucay 
where it had been badly mauled. One of its 
companies had been hard hit and disorgan- 
ized by fire from friendly artillery and casu- 
alties throughout the battalion had been 
heavy. The unopposed Scout company to 
the south could not be expected to make 
rapid progress through the jungle and it was 
too weak to attack alone if it should meet 



an enemy force. Of the rest of his troops 
Johnson had no high opinion. He did not 
believe that the 1 7th Pursuit would be "par- 
ticularly helpful in an assault," or that the 
Constabulary would contribute much in an 
offensive. On the evening of the 31st, there- 
fore, he asked General Pierce for more 
troops, and asserted that in his opinion only 
his own regiment, the 57th Infantry, then 
at sector headquarters, would be able to 
clear the Japanese out of the area. "No 
other troops," he declared, "would make 
the necessary attacks." 73 That night the 
57th Infantry was released to General 
Pierce, who immediately ordered it into the 
Anyasan-Silaiim area. Next morning Lt. 
Col. Edmund J. Lilly, Jr., commander of 
the 57th Infantry, assumed control of oper- 
ations there and Major Johnson resumed 
his former post as S-3. 

By the end of January the enemy had 
been isolated and contained. A strong force 
was assembling for a determined effort to 
root out the Japanese hiding in the cane- 
brakes, thickets, and creek bottoms of the 
Anyasan and Silaiim Rivers. The Japanese 
at Longoskawayan Point had been killed or 
driven into the sea. At Quinauan Point the 
slow costly process of attrition was under 
way. To General Pierce the situation every- 
where in the South Sector seemed generally 
favorable. But appearances were deceptive, 
for already the Japanese had launched a 
desperate and final effort to reinforce their 
beachheads on the west coast. 

The Second Landing 

At the time it was made, USAFFE's esti- 
mate that the first landing in the Anyasan- 
Silaiim sector presaged a major enemy effort 

"Ibid., p. 13. 

to cut the West Road was incorrect. Events 
soon proved it prophetic, however, for on 
the evening of 27 January General Homma 
had for the first time lent his support to the 
landings. That day, in an order to General 
Morioka, he had directed that the beach- 
head at Quinauan Point be reinforced and 
that the augmented force drive inland to 
seize the heights of Mariveles and then the 
town itself. 74 

Morioka's first efforts to comply with 
Homma's orders were limited to attempts 
to drop rations, medicine, and supplies from 
the air to his beleaguered forces on the 
beaches. But the Japanese aircraft were un- 
able to locate their own troops in the jungle. 
Supplies fell as often on Americans and Fili- 
pinos as they did on the starved Japanese. 
The Scouts of the 45th Infantry one day 
picked up twelve parachute packages con- 
taining food, medicine, ammunition, and 
maps. The rations consisted of a soluble 
pressed rice cake, sugar, a soy bean cake, a 
pink tablet with a strong salty taste, and 
"other ingredients [which] could not be 
determined." 75 

While these efforts to supply the troops by 
air were in progress, Morioka assembled the 
troops he would require to reinforce the 
beachhead and push on to Mariveles. On 3 1 
January he ordered the 1st Battalion, 20th 
Infantry, one company of which was already 
in the Anyasan-Silaiim area, to undertake 
this dangerous mission. Maj. Mitsuo Ki- 
mura, battalion commander, immediately 

74 14th Army Opns Order, Series A, No. 220, 27 
Jan 42, 65th Brig Opns Rpt, Mt. Samat, ATIS 
Enemy Pub 289, Supp. 24. 

"Memo, QM Phil Dept to QM USAFFE, sub: 
Status Rpt, 1 Feb 42, AG 319.1 (29 Jan 42) Phil 
Reds. See also, USA vs. Homma, p. 3061, testi- 
mony of Homma; ltr, Col Wood to author, 23 Mar 
48, OCMH; Amato and Murphy, 2d Bn, 45th Inf 
(PS), pp. 10-11, Chunn Notebooks. 



made his preparations to sail the next 
night. 76 

By this time Morioka had tipped his hand. 
First warning of the impending Japanese 
move had reached the Americans on the 
28th when a Filipino patrol on the opposite 
side of Bataan had found a mimeographed 
order on the body of a slain Japanese officer. 
When translated, it revealed the Japanese 
intention to reinforce the beachheads and 
drive toward Mariveles. Thus warned, 
USAFFE took measures to counter the ex- 
pected landings. Observers on the west coast 
were alerted and General Weaver, the tank 
commander, was directed to send one of his 
two tank battalions (less one company) to 
the threatened area. The few remaining 
P-40's were gassed, loaded with 100-pound 
antipersonnel bombs and .50-caliber am- 
munition, and ordered to stand by for a 
take-off at any time. 77 

The night of 1—2 February was clear, 
with a full moon. As the enemy flotilla sailed 
south it was spotted by American observers 
and a warning was flashed to MacArthur's 
headquarters. The land, sea, and air forces 
so carefully prepared for just this moment, 
were immediately directed to meet and an- 
nihilate the enemy. The result was the first 
large co-ordinated joint attack of the cam- 
paign. While the motor torpedo boats sought 
targets offshore, the 26th Cavalry moved 
out from I Corps reserve to Caibobo Point 
to forestall a landing there. The four P-40's, 
all that remained of the Far East Air Force, 
took off from the strip near Cabcaben, 
cleared the Mariveles Mountains, and 
headed for the enemy flotilla of twelve or 

78 14th Army Opns, I, 107-08. 

"Collier, Notebooks, III, 44; Bluemel, 31st Div 
(PA) Rpt of Opns, p. 15; ltr, Bluemel to Groce, 15 
Jun 48, OCMH; Prov Tank Gp Rpt of Opns, pp. 

more barges. Sighting the target, they 
swooped low to release their 100-pound 
antipersonnel bombs, then turned for a 
strafing run over the landing boats. 

By now the Japanese were nearing Quin- 
auan Point. Their reception from the men 
on shore, themselves under fire from a Jap- 
anese vessel thought to be a cruiser or de- 
stroyer, was a warm one. Artillery shell frag- 
ments churned the sea around the landing 
boats as Battery D of the 88th Field Artil- 
lery and Battery E of the 301st let go with 
their 75's and 155's. Together, the two bat- 
teries fired a total of 1,000 rounds that 
night. Fire from the heavy machine guns 
and small arms of the Scout battalion on 
the point peppered the small boats and 
caused numerous casualties among the luck- 
less men on board. 

While the landing boats were being at- 
tacked by air, artillery, and infantry weap- 
ons, PT 32 moved in to attack the Japa- 
nese warship, actually a minelayer, stationed 
off Quinauan Point to cover the landing 
of Major Kimura's battalion. The enemy 
vessel turned her searchlight full on the 
patrol boat and let go with four or five salvos 
from two guns, thought to be of 6-inch cali- 
ber. The PT boat sought unsuccessfully to 
knock out the searchlight with machine gun 
fire, and then loosed two torpedoes. As she 
retired the men on board observed explo- 
sions on the enemy vessel, which later re- 
ported only slight damage from shore bat- 
teries. 7 * 

,a USAFFE-USFIP Rpt of Opns, p. 52; ltr, How- 
ard to TAG, Hist, 2d Bn, 88th FA (PS), p. 13; 
NLF and I Corps Rpt of Opns, p. 25 ; Croom, Hist, 
3d Bn, 45th Inf (PS), pp. 12-12, Chunn Note- 
books; Collier, Notebooks, III, 45-46; rad, 16th 
Naval Dist to OPNAV, 2 Feb 42, War Diary, 16th 
Naval Dist, Off of Naval Reds; Rockwell, Naval 
Activities in Luzon Area, p. 15; ltr, Bulkeley to 
author, 5 Mar 48, OCMH; Chandler, "26th Cavalry 
(PS) Battles to Glory," Part 3, Armored Cavalry 



For the Americans and Filipinos who wit- 
nessed the battle in the clear light of the 
full moon, it was a beautiful and heartening 
sight to see the remnants of the enemy 
flotilla, crippled and badly beaten, turn 
away and sail north shortly after midnight. 
Homma's plan to reinforce his troops on 
Quinauan Point had failed and in the first 
flush of victory the Americans believed the 
surviving Japanese had returned to Moron. 
But Major Kimura either had no intention 
of admitting defeat or was unable to make 
the return journey in his battered boats. 
With about half his original force he landed 
instead in the Anyasan-Silaiim area where 
he was joined by his battalion's advance 
company. 79 Once more, against an alerted 
and prepared foe, the Japanese had landed 
behind Wainwright's line. All hope for an 
early end to the fight for Anyasan and 
Silaiim Points was now gone. 

Colonel Lilly, who had assumed com- 
mand of operations in the Anyasan-Silaiim 
sector on 1 February, spent the day in a 
thorough reconnaissance of the area. On the 
evening of the 1 st he still had no knowledge 
of the strength of the Japanese, but he had 
concluded that he would be more likely to 
encounter the enemy in the jungle than 
along the river beds. The arrival of Japanese 
reinforcements apparently led to no change 
in plans formed the previous night, and on 
the morning of the 2d he launched an at- 
tack with three Scout battalions abreast. On 

Journal (July-August 1947), p. 17; Ind, Bataan, 
The Judgment Seat, pp. 278-79; USA vs. Homma, 
p. 3061, testimony of Homma; 14th Army Opns, 
I, 102-08, II, Maps 2 and 3; rpt, Comdr, Motor 
Torpedo Boat Div Nine, to Comdt, 16th Naval Dist, 
3 Feb 42, sub: Attack of PT 32 on Enemy Cruiser, 
Off of Naval Reds; White, They Were Expendable, 
pp. 77—82; Comments of Former Japanese Officers 
Regarding The Fall of the Philippines, p. 60, 

73 14th Army Opns, I, 108. 

the north, its right flank resting on the dry 
bed of the Silaiim River, was the 2d Bat- 
talion, 45th Infantry, now led by its com- 
mander, Lt. Col. Ross B. Smith. To its south 
(left) was the 3d Battalion, 57th, and next 
to it the 1st Battalion (less Company B, at 
Quinauan) of the same regiment. The mis- 
sion of the northernmost battalion was to 
seize the mouth of the river and the north 
side of Silaiim Point. The center unit, be- 
tween the two rivers, would take the point 
itself while the 1st Battalion on the south 
was directed to take Anyasan Point. Guard- 
ing the north flank of the advance was the 
1st Battalion, 12th Infantry, assigned to 
beach defense above Silaiim River. The 
1 7th Pursuit Squadron remained astride the 
trail to the West Road to secure the line of 
communication. In reserve was the 2d Bat- 
talion of Colonel Lilly's 57 th Infantry, re- 
cently arrived from Longoskawayan Point, 
and the Constabulary battalion. 

The attack jumped off at daybreak, as 
the first rays of light filtered through the 
leafy branches of the high hardwood trees. 
Advancing cautiously through the luxuriant 
undergrowth, the two right (northern) bat- 
talions met resistance almost immediately. 
The southernmost battalion, however, met 
no opposition that day or during the four 
days that followed. But its progress was slow 
for the ground before it was exceedingly 
rough and difficult. The battalions to the 
north, after small gains, concluded that the 
force opposing them was a strong one and 
spent the rest of the day developing the hos- 
tile position. 

On the 3d tanks joined in the action. In 
answer to a request of the day before, Com- 
pany C, 192d Tank Battalion (less one pla- 
toon at Quinauan) , consisting of nine tanks, 
had been sent forward from sector head- 
quarters. Colonel Lilly placed them between 



the two rivers, the only area even remotely 
suitable for tank operations. Restricted to 
the narrow trail and hampered by heavy 
jungle, the tanks were forced to advance in 
column and were utilized essentially as mov- 
ing pillboxes. 

At the outset tank-infantry co-ordination 
was poor, the foot soldiers having been di- 
rected to remain 100 to 150 yards behind 
the tanks. With their limited fields of fire 
and in column formation, the tanks were 
particularly vulnerable to enemy mine and 
grenade attack. It is not surprising, there- 
fore, that on the first day the armor was used 
the results obtained were disappointing. In 
at least one case the result was tragic. The 
enemy, unimpeded by the Scouts who were 
well behind the tanks, disabled one of the 
tanks, set it on fire, then filled it with dirt. 
The crew never had a chance and was first 
cremated, then buried. 80 After this experi- 
ence the riflemen were instructed to work 
closely with the armor and four infantrymen 
were assigned to follow each tank. When the 
Japanese dropped down into their foxholes 
now to allow the tanks to pass, the foot 
soldiers picked them off before they could 
get back on their feet. 

The greatest threat to the tanks came 
from enemy mines. The Japanese would 
dash from cover, fix a magnetic mine 
against the front of the tank and scurry for 
the trees. Or they would attach a mine to 
a string and drag it across the trail in front 
of an advancing tank. Had not the infantry 
provided close support, the tanks would not 
have lasted long in the Anyasan-Silaiim 

The employment of artillery also pre- 
sented a difficult problem, as Colonel Lilly 
quickly discovered. The ground sloped up 
from the beach and there were no com- 

80 Prov Tank Gp Rpt of Opns, pp. 21-22. 

manding heights along which to emplace 
the guns so that they could support the first- 
line troops. Tree bursts from the 75-mm. 
shells represented a real danger to friendly 
troops. The one battery of 155-mm. how- 
itzers that was available had no fire direc- 
tion equipment of any kind and could not 
be used for infantry support. In the absence 
of artillery forward observers, infantry rifle 
company commanders observed fire in front 
of their own lines and sent corrections to 
the artillery command post which had 
established communications directly with 
the assault companies. 

The 2d Battalion, 88th Field Artillery 
( PS ) , which was assigned the task of pro- 
viding support for all the troops in Pierce's 
South Sector, had to emplace its two four- 
gun batteries in pairs. To co-ordinate its 
fire the battalion had to lay thirty-eight 
miles of wire, in addition to utilizing the in- 
fantry communications net. The problem of 
firing from an altitude of 800 feet, through 
trees averaging 60 to 80 feet in height, at 
an enemy on an elevation of 1 00 feet or less 
and at a distance of about 4,000 yards, 
without hitting friendly front-line troops 
was a difficult one, and one that was never 
entirely solved. In the fight for Quinauan 
and Anyasan-Silaiim, the artillery battalion 
expended about 5,000 rounds, without ap- 
preciably affecting the course of the action. 81 

Machine guns, though available, were not 
employed widely in the fight for Anyasan 
and Silaiim Points, first, because the under- 
growth limited the field of fire, and second, 
because of the difficulty of ammunition re- 
supply. There was no way of bringing up 
ammunition except by hand and it was hard 
enough to keep the riflemen supplied. Ma- 
chine gunners, therefore, were employed as 

"Ltr, Howard to TAG, sub: 2d Bn, 88th FA 
(PS), p. 5. 



ammunition carriers for the riflemen. Their 
use thus, observed Major Johnson, "out- 
weighed the advantages of their supporting 
fire." 82 

Although the Scout units had both 60- 
and 81 -mm. mortars, they had little or no 
ammunition for these weapons. They did 
use the 3-inch Stokes mortar ammunition 
in the 81 -mm. weapon, but, in addition to 
the limitations imposed by the terrain, the 
efficiency of this weapon was severely cur- 
tailed by the abnormally high percentage 
of duds. To the end, the fight for Anyasan 
and Silaiim Points remained primarily a 
rifleman's fight. 

While infantry-tank and infantry-artil- 
lery co-ordination were worked out during 
the 3d and 4th of February, the advance of 
the two right battalions — the 2d Battalion, 
45th Infantry, and the 3d Battalion, 57th 
Infantry — proceeded slowly. Until the 
southern battalion fought its way through 
the jungle and established contact with the 
enemy on Anyasan Point, thus securing the 
left flank, the rest of the line had to proceed 
cautiously. Finally, on the 7th, this battalion 
reached the Japanese positions, but was 
roughly repulsed. American Air Corps 
troops and the Constabulary battalion were 
then sent in to join the fight. The Constabu- 
lary was placed on the right ( north ) of the 
1st Battalion, 57 th, with orders to maintain 
contact with the 3d Battalion to the north. 
The Air Corps troops went in on the left 
and established contact with the Scouts on 
Quinauan Point, thus completing a contin- 
uous line from the northern edge of Silaiim 
Bay to the southern extremity of Quinauan 
Point, a distance of about 4,000 yards. 

The troops all along the front now be- 
gan to advance more rapidly. Progress was 
facilitated when, on the 8th, a platoon of 

M Johnson, Anyasan and Silaiim Points, p. 1 1 . 

37 -mm. guns was released from Quinauan, 
where the fight ended that day. The guns 
were emplaced on a promontory overlook- 
ing Anyasan Point from where they would 
take the Japanese supply dumps under fire. 
The end of resistance at Quinauan also 
made possible the return of Company B, 
57th Infantry, to the heavily engaged 1st 
Battalion on Anyasan Point. 83 

By this time the debilitating effects of the 
half ration instituted a month earlier were 
becoming apparent. Some of the men grew 
listless and less eager to fight. Each day it 
became more difficult to push the front-line 
troops into aggressive action, and after the 
first five days it became necessary to rotate 
the assault battalions. Even the procure- 
ment of additional rations by the 57 th In- 
fantry, a Scout unit of high esprit de corps, 
did not improve matters much. 

The necessity of feeding the troops dur- 
ing the daylight hours imposed further re- 
strictions on combat efficiency by shortening 
the fighting day. The two meals were served 
shortly after daybreak and just before dark 
so that the action was usually broken off in 
time to set up defensive positions against 
night attacks and eat the last meal of the 
day. Even when operations were proceeding 
favorably, it was necessary to follow this 
procedure for, with the meager ration, it 
was essential that every man get his full 
share to maintain his efficiency in combat. 

Fortunately, even with the half ration, 
the morale of the Scouts did not deteriorate. 
They understood, as many did not, that 
they were receiving all the food that a de- 
termined commander could get for them, 
and there was little looting or stealing from 
the kitchens. But the effect of the ration on 
the performance of troops in combat was 

83 Bell, Opns Rpt, 8-9 Feb 42, AG 370.2 (19 Dec 
41) Phil Reds. 



undeniable. "A prolonged period of re- 
duced rations," concluded Major Johnson, 
"destroys the will to fight almost entirely, 
and . . . may even destroy the will to 
survive." 84 

On 9 February, the 3d Battalion, 57th 
Infantry, in the center of the line, was re- 
placed by the rested and refreshed 2d Bat- ' 
talion, with the result that the attack that 
day was pushed more aggressively. One 
enemy strongpoint which had held up the 
3d Battalion was taken during the after- 
noon, but the Japanese counterattacked 
that night to recapture the position. The fol- 
lowing day, 10 February, the 2d Battalion 
resumed its march, retook the strongpoint, 
and then continued to move forward stead- 
ily. By evening of the next day it had 
reached the mouth of the Anyasan River, 
squeezing out the Japanese and forcing 
them on to Silaiim Point, between the two 
rivers, and in front of the 45th Infantry 
Scouts who were advancing more slowly. 
The situation of Major Kimura's remaining 
troops was desperate and their defeat a 

As early as the 7th the Japanese had ap- 
parently realized that their forces on the 
west coast beachheads were doomed. From 
Major Kimura, commander of the troops 
at Silaiim, General Morioka received word 
that a "bitter battle" was in progress and 
that the enemy was attacking with tanks 
and artillery. "The battalion," wrote Ki- 
mura, "is about to die gloriously." 85 Gen- 
eral Morioka responded to this message by 
ordering the 21st Engineer Regiment to 
rescue the trapped men. On the night of the 

M Johnson, Anyasan and Silaiim Points, p. 12. 

85 Tactical Situation Rpt, 14th Army, ATIS Doc 
56113, 3 Mar 50, p. 4, in Translation of Japanese 
Documents, GHQ FEC, Mil Intel Sec, 2 vols., II, 
No. 15. 

7th the engineers, in thirty boats of vary- 
ing sizes, left Olongapo for the beachheads. 
As they came in to shore to search for their 
stranded fellows they were met by artillery 
and machine-gun fire, as well as bombs 
from two P-40's. In the face of this strong 
opposition they returned empty-handed to 
Olongapo. The next night they tried again 
and this time succeeded in evacuating 
thirty-four of their wounded comrades. 
This was their last trip. 86 

Unable to evacuate his men, Morioka 
finally decided to relieve them from their 
assignment so that they could make a last 
desperate effort to save themselves. In or- 
ders sealed in bamboo tubes and dropped 
from the air, he instructed Major Kimura 
to bring his decimated battalion out by sea, 
on rafts or floats, and get them to Moron. 
If no other means were available the men 
would have to swim. Included in the orders 
was detailed information on tides, currents, 
the time of the rising and setting of the sun 
and moon, and directions for the construc- 
tion of rafts. Unhappily for Kimura, copies 
of the orders fell into American hands, were 
quickly translated, and circulated to the 
troops on the front line. Thus alerted, rifle- 
men along the beaches north of Silaiim got 
valuable target practice firing at Japanese 
swimmers and machine gunners were on the 
watch for rafts and floats. Only a few of the 
enemy were able to escape by sea. Most of 
those who were not shot or captured prob- 
ably drowned. 87 

But before his final annihilation Major 
Kimura made one last effort to break out of 

80 14th Army Opns, I, 102, 108; Bell, Opns Rpt, 
8-9 Feb 42. The Japanese reported a PT attack 
but American records contain no mention of such 
an attack. 

s * Ltr, Col Wood to author, 23 Mar 48, OCMH. 



the cordon which held him tight on Silaiim 
Point. At dawn, 12 February, with about 
two hundred men, he launched a counter- 
attack against the 2d Battalion, 45th In- 
fantry. A gap about 100 yards wide had 
opened in that battalion's line, between 
Companies E and F, on the 9th, but this 
fact had never been reported to Colonel 
Lilly. An effort had been made to close it 
but when the Japanese counterattacked it 
was covered only by patrol. Driving in 
through the two companies, the Japanese 
met only scattered resistance in their pell- 
mell rush to escape. The weight of the at- 
tack was met by a machine gun section 
which fought heroically but unavailingly to 
stop the Japanese. One gun crew made good 
its escape after all its ammunition was gone, 
but the other, except for one man who had 
left to get more ammunition, was killed. 
The two gun crews together accounted for 
thirty Japanese. 

Once they broke through the line the 
Japanese turned north toward the Silaiim 
River. At the mouth of the river were the 
command posts of the 17th Pursuit, which 
was patrolling the beach along Silaiim Bay, 
and of Company F, 45th Infantry. The 
Japanese attacked both command posts, 
wounding Capt. Raymond Sloan, com- 
mander of the 17th Pursuit, who died 
later. 88 

A hurried call for aid was sent to Colonel 
Lilly, and at about 1000, just as the 2d 
Battalion, 45 th Infantry, command post 
came under heavy machine gun fire, the 
3d Battalion, 57th Infantry, reached the 
threatened area. Two of its companies 
formed a skirmish line to fill in the gap left 

8S Crosby, 17th Pursuit Sq, p. 48-49, Chunn Note- 

by the routed 1 7th Pursuit and finally tied 
in with the north company of the 2d Bat- 
talion, 45 th Infantry. About noon the 
Scouts attacked the Japanese and during 
the afternoon advanced steadily against 
stiff but disorganized resistance. The next 
morning the attack was resumed and by 
1500 all units reached the beach, now lit- 
tered with the equipment and clothing of 
those Japanese who had taken to the water 
to escape. The only enemy left were dead 
ones, and the beach was befouled with 
bloated and rotting bodies. 

Few of the Japanese had been taken 
prisoner. As at Longoskawayan and Quin- 
auan they showed a reluctance to surrender 
though their cause was hopeless. Mac Ar- 
thur's headquarters, in its first effort to use 
psychological warfare, made available a 
sound truck and two nisei and urged 
Colonel Lilly to broadcast appeals to the 
Japanese to give themselves up. But the 
higher headquarters failed to provide a 
script for the nisei and placed on the regi- 
ment responsibility for the truck and the 

To the regiment's reluctance to accept 
this responsibility was added its disin- 
clination to take prisoners. The Scouts 
had found the bodies of their comrades be- 
hind Japanese lines so mutilated as to dis- 
courage any generous impulse toward those 
Japanese unfortunate enough to fall into 
their hands. Some of the bodies had been 
bayoneted in the back while the men had 
had their arms wired behind them. One 
rotting body had been found strung up by 
the thumbs with the toes just touching the 
ground, mute evidence of a slow and tor- 
tured end. Nor did the Japanese show any 
signs of gratitude when their lives were 



spared. When one of them was brought to 
a battalion headquarters he had promptly 
attempted to destroy both himself .and the 
headquarters with a hand grenade. It is 
not surprising, therefore, that "a passive 
resistance to the use of the sound truck de- 
veloped and there were sufficient delays so 
that it was not used." 88 

About eighty of the enemy had made good 
their escape from the beachhead during the 
counterattack of the 12th. Hiding out in the 
daytime and traveling only at night, they 
made their way northward by easy stages. 
Four days later they were discovered about 
seven miles from Silaiim Point and only one 
mile from the I Corps main line of resist- 
ance. Their undetected four-day march 
through the congested area behind I Corps 
can be attributed to the wildness of the 
country and to their skill in jungle warfare. 
Only the defensive barbed wire and cleared 
fields of fire along the front had prevented 
them from reaching their own lines. A 
squadron of the 26th Cavalry was sent from 
corps reserve on the 16th to root them out. 
It took two days and the help of troops from 
the 7 2d and 92d Infantry to do the job. 90 

The three-week-long struggle to destroy 
the Japanese who had landed by accident at 
Anyasan and Silaiim Points was over. The 
cost on the American side was about 70 
killed and 100 wounded. The 2d Battalion, 
45th Infantry, which had been in action 
continuously since 29 January and had 
borne the brunt of the final counterattack, 
lost 68 men : 26 killed and 42 wounded. The 

"Johnson, Anyasan and Silaiim Points, p. 14. 

" Maj James C. Blanning, CO 2d Sq, 26th Cav- 
alry (PS), War Diary, pp. 11-18, OCMH; Chand- 
ler, "26th Cavalry (PS) Battles to Glory," Part 3, 
Armored Cavalry Journal (July-August 1947), pp. 

57th Infantry's 2d Battalion suffered fewer 
casualties; the remaining units even less. 91 

As at Longoskawayan and Quinauan 
Points the Americans and Filipinos had 
wiped out an entire enemy battalion, about 
900 men. A large percentage of these had 
been lost on the night of 1 February when 
they had tried to reinforce their fellows at 
Quinauan; almost 400 had been killed on 
the beachhead, 80 had been caught by the 
26th Cavalry, and an undetermined number 
had been drowned at sea trying to escape. 
Only 34 Japanese had been evacuated. 82 

Since 23 January, when General Kimura 
had launched his amphibious attack to cut 
the West Road and take I Corps from the 
rear, the 20th Infantry had lost two infantry 
battalions. Committed piecemeal, inade- 
quately prepared, attacked during the ap- 
proach and disorganized before the landing, 
the Japanese who finally came ashore had 
presented a real threat to the American po- 
sitions on Bataan. Had it not been for the 
prompt action of all units involved, the 
Japanese, weak as they were, might well 
have succeeded in their design. Fortunately, 
they were contained at each threatened 
point, and by the time the beachheads had 
been consolidated USAFFE had concen- 
trated enough troops to hold them in place, 
and finally to destroy them. By the middle 
of February the danger along the west coast 
was over. 

w For estimated casualties in each unit see the re- 
ports cited for each unit above. The totals given are 
estimates reached by the author. 

82 It is extremely difficult to establish the exact 
number of Japanese in the 1st Battalion, 20th In- 
fantry, or to account precisely for their fate. Various 
estimates are given in all the sources cited. The au- 
thor has estimated the strength on the basis of all 
known factors plus the fact that the battalion had 
seen little action and had suffered few casualties. 


Trail 2 and the Pockets 

During the three weeks that the Battle 
of the Points raged along the west coast, 
another hard-fought battle was being waged 
along the front lines. No sooner had the 
troops completed their withdrawal from the 
Abucay-Mauban line to the reserve battle 
position then the Japanese struck again. In 
II Corps the Japanese blow came in the 
center where, in the confusion which ac- 
companied the establishment of the new 
line, there was a dangerous gap during the 
critical hours before the attack. Fortunately 
it was closed before the Japanese could take 
advantage of the opening. I Corps, where a 
similar gap developed, was not so fortunate. 
Here the Japanese poured through the hole 
before it could be plugged and set up strong 
pockets of resistance behind the line. For the 
next three weeks, simultaneously with the 
Battle of the Points and the fight in II Corps, 
Wainwright's troops were engaged in a bit- 
ter struggle to contain and reduce these 
pockets. Thus, in the period from 23 Janu- 
ary to 1 7 February, the American positions 
on Bataan were under strong attack in three 
places : along the west coast beaches and at 
two points along the reserve battle line, now 
the main line of resistance, in I and II 

The Orion— Bagac Line 

By the morning of 26 January most of 
the American and Filipino troops were in 
place along the reserve battle position, their 
final defense line on Bataan. The new line 

extended from Orion westward to Bagac, 
following a course generally parallel to and 
immediately south of the Pilar-Bagac road 
which it crossed in the center. 
Having left behind Mt. Natib, 

{Map 17) 
'that inler- 

nal mountain which separated our corps," 
the troops were able now for the first time 
to form a continuous line across Bataan and 
to establish physical contact between the two 
corps. 1 They were also able to tighten the 
defenses along the front and at the beaches, 
for the withdrawal had reduced the area in 
American hands by almost 50 percent. 

The area into which the 90,000 men on 
Bataan were now compressed covered about 
200 square miles. On the north, in the sad- 
dle between Mt. Natib and the Mariveles 
Mountains was the Pilar-Bagac road which 
extended across the peninsula like a waist 
belt. To the east, west, and south was the 
sea. As Mt. Natib had dominated the Abu- 
cay-Mauban line, so did the imposing mass 
of the Mariveles Mountains dominate 
southern Bataan. Except for the narrow 
coastal strip along Manila Bay, the entire 
region was rugged and mountainous, cov- 
ered with forest and thick undergrowth. 
The temperature averaged about 95 de- 
grees. Even in the shaded gloom of the jun- 
gle the heat during midday was intense. 
Any physical exertion left a man bathed in 
perspiration and parched from thirst. As it 
was the dry season there were no rainstorms 
to afford any relief. "The heat," complained 

Wainwright, General Wainwright's Story, p. 52. 



General Nara, "was extreme